/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/220609.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, June 9, 2022, Vol. 26, No. 159 Headlines 1933 ASSOCIATES: Amends Sterling Secured Claims Pay Details 2123 PARTNERS: Amends Sterling Secured Claims Pay Details 6200 NE 2ND AVENUE: Amends Plan to Include G Shores, Carlton Claims 6229 NE 2ND AVENUE: Joins Other LHDP Units in Chapter 11 942 PENN RR: Secured Creditor Seeks Ch.11 Trustee Appointment ADAZPAY LLC: Starts Chapter 11 Subchapter V Case AEMETIS INC: Three Proposals Passed at Annual Meeting ALL YEAR HOLDINGS: Taps Donlin Recano as Administrative Agent AMERICAN DE ROSA: Case Summary & 20 Largest Unsecured Creditors ATLANTIC BROOM: Seeks to Hire Campbell DeVasto as Accountant BITNILE HOLDINGS: Closes Offering of 144,000 Preferred Shares BVM THE BRIDGES: PCO Says Patient Care Remains Acceptable CHRIST PETTIT: Law Firm in Chapter 11 for Organized Liquidation COLORTEK COLLISION: Autobody Shop Files for Chapter 11 Bankruptcy COMSTOCK RESOURCES: Fitch Hikes LT IDR to 'B+', Outlook Stable CORPORATE COLOCATION: Has Deal on Cash Collateral Access CROSS RIDGE: Wins Interim Cash Collateral Access Thru June 30 CUENTAS INC: To Acquire 19.99% Interests in Cuentas SDI for $750K CYTOSORBENTS CORP: Partners With Nikkiso to Distribute PureADJUST D&F RESOURCES LTD: Gets OK to Hire James S. Wilkins as Counsel DARIAN L HAMPTON: Wins Final OK on Cash Collateral Access DAVE & BUSTER'S: S&P Affirms 'B' ICR, Outlook Stable DAVE ROBERTSON: Files Chapter 11 Bankruptcy Protection DCIJ BEE HIVE: No Resident Complaints, PCO Report Says DGS REALTY: Seeks to Continue Using Cash Collateral Thru Aug 31 DOLPHIN ENTERTAINMENT: Grant Thornton Replaces BDO USA as Auditor DR. R'KIONE BRITTON: Files Emergency Bid to Use Cash Collateral EASTSIDE DISTILLING: Unit Inks Asset Purchase Deal With Aprch ECTOR COUNTY ENERGY: Wins Final Cash Collateral Access EMPLOYBRIDGE HOLDING: Fitch Affirms 'B+' IDR, Outlook Stable EYP GROUP HOLDINGS: Committee Taps Argus as Financial Advisor EYP GROUP HOLDINGS: Committee Taps Dilworth as Delaware Counsel FAIRPORT BAPTIST: UST Appoints Eric M. Huebscher as PCO FLY LEASING: S&P Lowers Issuer Credit Rating to 'B', Outlook Neg. GAMESTOP CORP: All Five Proposals Passed at Annual Meeting GLOBAL ALLIANCE: Hearing Today on Continued Cash Collateral Use GROWLIFE INC: President Dave Dohrmann to Assume CEO Position GUARACHI WINE: Seeks to Hire Levene as Bankruptcy Counsel GWG HOLDINGS: Court OKs Cash Collateral Access on Interim Basis HAMON HOLDINGS: Gets OK to Hire Duane Morris as Legal Counsel HEALTHCARE SOLUTIONS: Incurs $2.8M Net Loss in FY Ended Sept. 30 HERITAGE FUNERAL HOME: Files Chapter 11 Subchapter V Case HOME PRODUCTS: Wins Interim Cash Collateral Access HOPE COMMUNITY: S&P Cuts 2015/2020A Revenue Bonds Rating to 'BB-' INSPIREMD INC: Signs Deal to Sell $8.3 Million Common Shares INTEGRITY CONSTRUCTION: Unsecureds to Split $301K in 36 Months KARTES LEASING: Taps Ascend CPA and Advisors as Accountant KB HOME: S&P Assigns 'BB' Rating on $350MM Senior Unsecured Notes KDR SUPPLY: Wins Cash Collateral Access Thru July 31 KINTARA THERAPEUTICS: Granted 180-Day Extension by Nasdaq KISSIMMEE CONDOS: Lender Seeks to Prohibit Cash Collateral Access KLX ENERGY: Two Proposals Passed at Annual Meeting LAKEPORT CF: Files Bare-Bones Chapter 11 Petition LEXARIA BIOSCIENCE: Inks IP License Agreement With Premier Wellness LEXINGTON GARDENS 12: Enters Chapter 11 Without Lawyer, Matrix LIVEWELL ASSISTED: Kevin Sink Appointed as Chapter 11 Trustee LUZERNE IRONWORKS: Starts Chapter 11 Subchapter V Case MAGNOLIA OFFICE: Files Emergency Bid to Use Cash Collateral MALACHI GROUP: Taps Texarkana Legacy Group as Real Estate Broker MARCO PEREZ: UST Appoints Rothschild as Subchapter V Trustee MARVIN KELLER: Taps Kerber Eck & Braeckel as Accountant MAUNESHA RIVER: Has Deal on Cash Collateral Access MERISOL VILLAGES: Files for Chapter 11, Sues Former Lawyers MOHEGAN TRIBAL: Lenders Extend Maturity of $263M Loan to 2024 MQ LAKEWOOD HILL: Taps Crowe & Dunlevy as Legal Counsel MULTIPLE BLESS: Ziad Nassradin Starts Subchapter V Case NATIONAL CINEMEDIA: Signs Letter Agreement With Standard General NATIONAL REALTY: Case Summary & 30 Largest Unsecured Creditors NATIONWIDE FREIGHT: Seeks Cash Collateral Access NEW ERA INVESTMENT: Taps Joel M. Aresty as Legal Counsel NORTHWEST SENIOR: No Resident Care Concerns, PCO Report Says OLYMPIA SPORTS: Wins Interim Cash Collateral Access Thru July 31 PACWEST BANCORP: Fitch Rates $500MM Series A Preferred Stock 'BB-' PANHANDLE PAWN: Gets OK to Hire NAI TALCOR as Real Estate Broker POMMEL MEADOWS: Files Emergency Bid to Use Cash Collateral PRITHVI INVESTMENTS: Wins Access to Cash Collateral PROJECT BOOST: Fitch Raises LongTerm Issuer Default Rating to 'B' PWP INVESTMENTS: Seeks Chapter 11 Bankruptcy Protection REPLICEL LIFE: Andrew Schutte Reports 18.55% Equity Stake REPLICEL LIFE: Provides Default Status Update REWALK ROBOTICS: Board OKs $8 Million Share Repurchase Program RHCSC GAINESVILLE: No Decline in Resident Care, PCO Says RUDRA INVESTMENTS: 3rd Patel Hotel Files for Chapter 11 RUSSIAN MEDIA: Has Deal on Cash Collateral Access SUNLIGHT RIVER: Seeks to Hire Sefton Engineering Consultants T.G. UNITED: U.S. Trustee Unable to Appoint Committee TALEN ENERGY: Taps Weil Gotshal & Manges as Legal Counsel TCTM HOSPITALITY: Files for Chapter 11 Pro Se; Dismissal Sought TEXAS ARMORING: U.S. Trustee Unable to Appoint Committee TRX HOLDCO: Case Summary & 20 Largest Unsecured Creditors UNIENERGY TECHNOLOGIES: U.S. Trustee Appoints Creditors' Committee UNIQUE PRODUCTS: Seeks to Hire Alla Kachan P.C. as Counsel UNIQUE PRODUCTS: Taps Wisdom Professional Services as Accountant UNITED PF: S&P Alters Outlook to Stable, Affirms 'CCC+' ICR UNIVISION COMMUNICATIONS: S&P Rates New $1BB Sr Secured Debt 'B+' VANTAGE DRILLING: Unit Closes Sale of Emerald Driller for $170M VERITAS FARMS: Kristen High Joins as Director VTV THERAPEUTICS: Two Proposals Approved at Annual Meeting WALLACE STEGNER: S&P Rates 2022A-B Bonds 'BB+', Outlook Stable YELLOW CORP: Stockholders Elect Nine Directors ZZ HOME CARE: Hits Chapter 11 to Pursue Sale, Wind-Down [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 1933 ASSOCIATES: Amends Sterling Secured Claims Pay Details ----------------------------------------------------------- 1933 Associates LP, submitted an Amended Disclosure Statement in respect to Amended Chapter 11 Plan of Reorganization. Almost immediately after the filing date, Sterling filed what it styled an emergency motion to dismiss the Debtor's chapter 11 case. Much of the Debtor's time and energy since then has been devoted to fighting that motion. The Debtor and Sterling engaged and discovery and the Bankruptcy Court heard oral argument on May 26, 2022 on Sterling's motion. By oral decision on June 1, 2022, and order dated June 3, 2022, the Bankruptcy Court denied Sterling's motion. On March 25, 2022, the Court signed an order fixing May 6, 2022 as the last day to file claims. On May 5, 2022, Sterling filed a claim in the amount of $1,935,525. On May 24, 2022, the Debtor filed an objection to Sterling's claim on several grounds including that the claim includes post-judgment interest at the default rate, attorney's fees, late charges and other items of continuing damage not sought by Investors as part of its judgment and not provided for in the judgment obtained by Investors. The Debtor has not made any post-petition transfers out of the ordinary course of business. It has not obtained any third party financing. The proceeds necessary for the satisfaction of Claims will come from a Plan Contribution in the Debtor by Myron Berman estimated to be approximately $700,000 if the Debtor reinstates the mortgage or a payment of cash to create sufficient equity in the 1933 Property and the 1919 Property to allow the Debtor to refinance the properties to pay Sterling's allowed claim in full, as well as all the other allowed claims. Myron Berman is selling some of his real estate interests and will use the funds to make the Plan Contribution which will reinstate the Sterling mortgage or pay it down so that there will be equity so that the 1933 Property and the 1919 Property can be refinanced. Myron Berman's cash infusion will pay all the other claims and expenses in this case. One of Myron Berman's partnership interests is BP Real Estate Investors in which Myron Berman has a 61% interest. BP Real Estate Investors purchased property at 1600 S. Warfield Street, Philadelphia, Pennsylvania (the "Warfield Property") in the names Warfield Philadelphia LP ("Warfield") and Brilliantine Supply, LLC. Warfield and Brilliantine signed a contract of sale to sell the Warfield Property for $36,500,000. Myron Berman made loans to BP Real Estate Investors with a balance due of approximately $5 million. At the closing, Myron Berman will receive the $5 million. If the sale proceeds as a regular sale, Myron Berman will receive an additional $10 million. The Debtor has obtained two letters from mortgage brokers, Real Property Capital, Inc., and Verus Commercial Real Estate Finance that state they will be able to find lenders to refinance the 1933 Property and the 1919 Property. Class 2 shall consist of the secured claim of Sterling which holds a mortgage on the 1933 Property and the 1919 Property. On May 5, 2022, Sterling filed a claim in the amount of $1,935,524.74, which includes unpaid interest of $221,727.13, $21,005 in late fees, $223,934.67 in unpaid loan fees including $189,335.92 in legal fees and prepayment penalty of $24,663.75, $76,637.58 in tax and other advances, and $113,040.85 in expenses. On May 24, 2022, the Debtor filed an objection to Sterling's claim on several grounds. On February 1, 2027, the principal balance due to Sterling will be $1,005,020. In the event that this Court determines that because of Pennsylvania's merger doctrine the mortgage documents merged into the judgment so that there is no longer a mortgage that can be reinstated, the Debtor will pay in full the allowed amount of Sterling's claim on the later of the effective date or the date that an order is entered determining the amount of Sterling's allowed claim. Class 3 shall consist of those creditors holding Unsecured claims to the extent that such Claims are allowed by the Court. The Internal Revenue Service filed a general unsecured claim in the amount of $26,578 consisting almost all in penalties, although no tax is owed. The Debtor intends to object to this claim. City of Philadelphia/School District of Philadelphia filed a general unsecured claim in the amount of $4,211. The Debtor scheduled eleven general unsecured claims of tenants for security deposits, Philadelphia Electric Company for electric services, and Philadelphia Gas Works for gas services. One former tenant filed a claim, Nicole Groff in the amount of $1,900. Those claims total $10,471. All allowed Class 3 claims will be paid in full on the effective date, or if the Debtor objects to any Class 3 claim, the day of a final order allowing the claim. This claim is unimpaired. A full-text copy of the Amended Disclosure Statement dated June 6, 2022, is available at https://bit.ly/3zgCEP0 from PacerMonitor.com at no charge. About 1933 Associates 1933 Associates LP, a company that is primarily engaged in renting and leasing real estate properties, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 21-42981) on Nov. 30, 2021, listing $3,021,000 in total assets and $1,547,467 in total liabilities. Corey M. Berman, sole partner, signed the petition. Judge Jil Mazer-Marino oversees the case. Rosenberg, Musso & Weiner, LLP serves as the Debtor's counsel. 2123 PARTNERS: Amends Sterling Secured Claims Pay Details --------------------------------------------------------- 2123 Partners, LP, submitted an Amended Disclosure Statement in respect to Amended Chapter 11 Plan of Reorganization. Almost immediately after the filing date, Sterling filed what it styled an emergency motion to dismiss the Debtor's chapter 11 case. Much of the Debtor's time and energy since then has been devoted to fighting that motion. The Debtor and Sterling engaged and discovery and the Bankruptcy Court heard oral argument on May 26, 2022 on Sterling's motion. By oral decision on June 1, 2022, and order dated June 3, 2022, the Bankruptcy Court denied Sterling's motion. On March 25, 2022, the Court signed an order fixing May 6, 2022 as the last day to file claims. On May 5, 2022, Sterling filed a claim in the amount of $3,553,399.15. On May 24, 2022, the Debtor filed an objection to Sterling's claim on several grounds including that the claim includes post-judgment interest at the default rate, attorney's fees, late charges and other items of continuing damage not sought by Investors as part of its judgment and not provided for in the judgment obtained by Investors. The proceeds necessary for the satisfaction of Claims will come from a Plan Contribution in the Debtor by Myron Berman estimated to be approximately $1,250,000.00 if the Debtor reinstates the mortgage or a payment of cash to create sufficient equity in the 2123 Property, the 2125 and the 1909 Property to allow the Debtor to refinance the properties to pay Sterling's allowed claim in full, as well as all the other allowed claims. Myron Berman is selling some of his real estate interests and will use the funds to make the Plan Contribution which will reinstate the Sterling mortgage or pay it down so that there will be equity so that the 2123 Property, the 2125 and the 1909 Property can be refinanced. Myron Berman's cash infusion will pay all the other claims and expenses in this case. One of Myron Berman's partnership interests is BP Real Estate Investors in which Myron Berman has a 61% interest. BP Real Estate Investors purchased property at 1600 S. Warfield Street, Philadelphia, Pennsylvania (the "Warfield Property") in the names Warfield Philadelphia LP ("Warfield") and Brilliantine Supply, LLC. Warfield and Brilliantine signed a contract of sale to sell the Warfield Property for $36,500,000. Myron Berman made loans to BP Real Estate Investors with a balance due of approximately $5 million. At the closing, Myron Berman will receive the $5 million. If the sale proceeds as a regular sale, Myron Berman will receive an additional $10 million. The Debtor has obtained two letters from mortgage brokers, Real Property Capital, Inc., and Verus Commercial Real Estate Finance that state they will be able to find lenders to refinance the 2123 Property, the 2125 and the 1909 Property. Class 2 shall consist of the secured claim of Sterling which holds a mortgage on the 2123 Property, the 2125 Property and the 1909 Property. On May 5, 2022, Sterling filed a claim in the amount of $3,553,399.15, which includes unpaid interest of $615,900.50, $38,786 in late fees, $280,941.76 in unpaid loan fees including $222,064.92 in legal fees and a prepayment penalty of $49,326.84, $104,537.95 in tax and other advances, and $154,351.39 in expenses. On May 24, 2022, the Debtor filed an objection to Sterling's claim on several grounds. On February 1, 2027, the principal balance due to Sterling will be $2,017,041.00. In the event that this Court determines that because of Pennsylvania's merger doctrine the mortgage documents merged into the judgment so that there is no longer a mortgage that can be reinstated, the Debtor will pay in full the allowed amount of Sterling's claim on the later of the effective date or the date that an order is entered determining the amount of Sterling's allowed claim. Class 3 shall consist of those creditors holding Unsecured claims to the extent that such Claims are allowed by the Court. The Internal Revenue Service filed a general unsecured claim in the amount of $32,786.92 consisting almost all in penalties, although no tax is owed. The Debtor intends to object to this claim. City of Philadelphia/School District of Philadelphia filed a general unsecured claim in the amount of $2,509.93. The Debtor scheduled eleven general unsecured claims of tenants for security deposits, Philadelphia Electric Company for electric services, and Philadelphia Gas Works for gas services. No former tenants filed claims. Those claims total $11,321.59. All allowed Class 3 claims will be paid in full on the effective date, or if the Debtor objects to any Class 3 claim, the day of a final order allowing the claim. This claim is unimpaired. A full-text copy of the Amended Disclosure Statement dated June 06, 2022, is available at https://bit.ly/3aCYZvZ from PacerMonitor.com at no charge. About 2123 Partners 2123 Partners LP, a company that is primarily engaged in renting and leasing real estate properties, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 21-42983) on Nov. 30, 2021, listing $5,533,000 in total assets and $3,046,630 in total liabilities. Corey M. Berman, sole partner, signed the petition. Judge Nancy Hershey Lord oversees case. Rosenberg, Musso & Weiner, LLP, serves as the Debtor's counsel. 6200 NE 2ND AVENUE: Amends Plan to Include G Shores, Carlton Claims ------------------------------------------------------------------- 6200 NE 2nd Avenue, LLC, and its Debtor Affiliates submitted a Disclosure Statement in connection with the Second Amended Plan of Reorganization dated June 6, 2022. According to an appraisal obtained by the Debtors in December 2021, the estimated combined value of all the Debtor Properties at that time was $6,575,000.00. However, because the Debtor Properties may be in the path of redevelopment, and notwithstanding the limited lease income derived from these properties, the sale of the Debtor Properties in the Purchase Transaction will result in sufficient proceeds to pay Chemtov an agreed amount and all Allowed Claims in full. The Debtors' Chapter 11 Cases (except Debtor 6229) were filed on January 18, 2022, prior to Chemtov's scheduled foreclosure sale. An Order granting joint administration of the Debtors (except Debtor 6229) was entered by the Bankruptcy Court on January 20, 2022. Prior to the filing of the Chapter 11 Cases, the Debtors had fallen behind on payments to Chemtov after several of the properties had ceased generating income due to tenant business failures resulting from the COVID19 pandemic and the failure of an investor to raise and invest sufficient funds to complete renovations that had begun on certain properties. Debtor 6229's Chapter 11 Case was filed on May 31, 2022, prior to G Shore's scheduled foreclosure sale. As noted, prior to the filing of its Chapter 11 Case, Debtor 6229 had fallen behind on payments to G Shores after its property had ceased generating income due to tenant income loss resulting from the COVID-19 pandemic and the failure of an investor to raise and invest sufficient funds to complete certain renovations. An Order granting joint administration of Debtor 6229 with the other Debtors was entered by the Bankruptcy Court on June 3, 2022. In the Debtor 6229 case, there is an existing state court rent order providing that the lease payments received from the Debtor Property 6229 should be directed to G Shores. G Shores has collected rent from Debtor Property 6229 since November 2021 in the amount of approximately $900 per month. Because jointly administered Debtor 6229 has been included in this Second Amended Plan, and because the 6229 case has just been filed, Debtor 6229 does not anticipate the need to enter into a cash collateral arrangement with G Shores prior to Plan confirmation and will permit the rent order to remain in place. The Plan provides for an agreed payment amount of $7,775,000.00 to Class 1, Chemtov, in full and complete discharge and resolution of its Allowed Claim Chemtov (the "Chemtov Settlement"). Chemtov's Proof of Claim was for $8,050,242.55 which included $100,000.00 in post-petition attorney fees. At default rate interest (25%) Chemtov's claim through May 19, 2022, including $100,000.00 in post-petition attorney fees, would be $8,669,626.77. At contract rate interest (10%), including $100,000.00 in post-petition attorney fees Chemtov’s claim through May 19, 2022, would be $8,023,057.00. Upon payment of the Chemtov Settlement, Chemtov's entire Claim will be fully discharged; it will not have a residual or separate deficiency claim; it will not have a residual or separate unsecured claim; and as a result of the full satisfaction of the debt, it will not have a residual or third-party guarantee claim. The Plan also provides for a payment to Class 7, G. Shores, of $1,061,867.11, plus interest as provided in the G Shores Judgment, in full and complete discharge and resolution of its Allowed Claim. Upon payment, its entire Claim will be fully satisfied and discharged. It will not have a residual or separate deficiency claim; it will not have a residual or separate unsecured claim; and because it will be fully satisfied and discharged, it will no longer retain a third-party guarantee claim. The Plan also provides for a contingent payment to Class 8, Carlton Fields. Carlton Fields was granted a second mortgage on Debtor Property 6229 for legal fees in connection with certain state litigation not involving the Debtors. The Carlton Fields Class 8 Claim is disputed. The Debtors believe that Carlton Fields provided grossly inadequate legal services to the non-Debtors resulting in an adverse judgment, which was appealed pre-petition, and which resulted pre-petition in a malpractice action being filed against Carlton Fields by non-Debtors. The Plan further provides for the payment in full of all Allowed Secured Claims for real estate taxes, including the claims of Tax Certificate Holders, as well as all Allowed Priority Claims and all Allowed Unsecured Claims, including federal judgment rate interest on those claims from the Petition Date. Carlton Fields will receive no payments under the Plan on the Effective Date in connection with its contingent Secured Claim and will be paid only if there are sale proceeds of Debtor Property 6229 in excess of the first mortgage and outstanding property taxes, the pending appeal in Case no. 3D21-0826 is determined in favor of the judgment debtors and (ii) the pending legal malpractice case against Carlton Fields in Miami-Dade County Circuit Court, Case no. 2022-000785, is resolved in favor of Carlton Fields. The Plan provides for full payment of all debt (except Class 8) of all Debtors on the Effective Date as follows. The Plan is deemed substantially consummated upon the Effective Date payment of all the Debtors' debts. All Allowed Creditors with Allowed Claims, and all Allowed Administrative Expenses, will be paid in full from the proceeds of the Purchase Transaction. Class 8, which is disputed, will be paid, if at all. The consideration involved in the Purchase Transaction shall be adjusted up or down so as to cover 100% of the allowed creditors in this case. On the Effective Date, the Plan provides for: (1) payment of administrative debt; (2) payment of $7,775,000.00 in compromise, and as full satisfaction and discharge of Allowed Secured Claim of Chemtov; (3) payment to G Shores of $1,061,867.11, plus interest as provided in the G Shores Judgment, in full satisfaction and discharge of G Shore's Allowed Secured Claim; (4) payment in full of all Allowed Secured Claims of Miami-Dade County Tax Collector and Tax Certificate Holders for real estate taxes; (5) payment in full of all Allowed Priority Claims; and (6) payment in full of Allowed General Unsecured Claims. Class 5 consists of Allowed Unsecured Claims in the total amount of $376,000.00. Allowed Claims of Class 5 shall be paid in full (including federal judgment rate interest from the Petition Date) on the Effective Date. Class 7 consists of Allowed Secured Claims of G Shores in the total amount of $1,061,867.11, plus interest as provided in the G Shores Judgment. Class 7 will receive payment of $1,061,867.11, plus interest as provided in the G Shores Judgment, in full payment of its Claim. Upon payment, its entire Claim will be fully discharged. It will not have a residual or separate deficiency claim; it will not have a residual or separate unsecured claim; and because the debt will be fully satisfied, it will not have a residual or third-party guarantee claim. Class 8 consists of the Secured Claim of Carlton Fields, P.A. in the amount of $600,000.00. Class 8 has a second mortgage on Debtor Property 6229. The Carlton Fields mortgage has a provision providing for the release of the mortgage and the outstanding amount of principal and interest in the event of a sale to the extent that the net proceeds are insufficient to satisfy the mortgage. This Plan provides for a sale of the Debtor Property 6229 for an amount that will result in the full release of this mortgage because the sale price will not result in surplus above the amount of the first mortgage and outstanding property taxes. To the extent that the sale price may exceed the first mortgage on the Debtor Property 6229, the net proceeds will be paid to Class 8 only upon the final resolution of both: (i) the pending appeal in the Third District Court of Appeal, in Case no. 3D21-0826 and the underlying judgment is reversed; and (ii) the pending legal malpractice case against Carlton Fields in Miami Dade County Circuit Court, case no. 2022-000785, and it is determined that Carlton Fields was not professionally negligent. A full-text copy of the Disclosure Statement dated June 06, 2022, is available at https://bit.ly/3MpTb64 from PacerMonitor.com at no charge. Attorneys for Jointly Administered Debtors: Aaronson Schantz Beiley P.A. Geoffrey S. Aaronson, Esq. gaaronson@aspalaw.com Tamara D. McKeown, Esq. tmckeown@aspalaw.com One Biscayne Tower 2 S. Biscayne Blvd, 34th Floor Miami, Florida 33131 Tel: 786.594.3000 Fax: 305.424.9336 About 6200 NE 2nd Avenue 6200 NE 2nd Avenue, LLC, and its affiliates are Florida limited liability companies, which, together, own 14 parcels of real property in the Little Haiti/Upper East Side neighborhood largely on the Northeast 2nd Avenue corridor of Miami. Several of these properties are not generating income largely as a result of the COVID-19 pandemic, and after certain properties were gutted in anticipation of renovation and the failure of an investor to raise and invest sufficient funds to complete the renovations. 6200 NE 2nd Avenue and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 22-10385) on Jan. 18, 2022. In the petition signed by Mallory Kauderer, manager, 6200 NE 2nd Avenue disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Robert A. Mark oversees the cases. Steven Beiley, Esq., at Aaronson Schantz Beiley P.A., is the Debtors' legal counsel. 6229 NE 2ND AVENUE: Joins Other LHDP Units in Chapter 11 -------------------------------------------------------- 6229 NE 2nd Avenue LLC, an entity owned by Little Haiti Development Partners, LP, has sought bankruptcy protection in Mimi, Florida. The Debtor, 6229, is a Florida limited liability company which owns one parcel of real property in the Little Haiti 2nd Avenue Corridor section of Miami, Florida. The property is located at 6229 N.E. 2nd Avenue and is zoned for mixed use with both residential and commercial enterprises (the "6229 Property"). The Debtor's property is not presently generating significant income, largely as a result of both the Covid-19 pandemic, which caused the failure of small business tenants that had leased space, and the failure of an investor to raise and invest sufficient funds to complete certain renovations. The loss of rental income which directly and indirectly resulted from these two events caused the Debtor to default on its obligation to the primary secured creditors led by G Shores Holdings LLC, which had a mortgage recorded against the Debtor's property to secure a loan in the amount of $850,000. The Debtor's efforts to restructure or pay off the mortgage loan prior to the bankruptcy filing were unsuccessful and the property was scheduled for a foreclosure sale on June 1, 2022, until the automatic stay was imposed. Seven affiliates of the Debtor have earlier filed for Chapter 11 bankruptcy on Jan. 18, 2022: 6200 NE 2ND AVENUE, LLC; 5911 NE 2ND AVENUE, LLC; 5901 NE 2ND AVENUE, LLC; 5900 NE 2ND AVENUE, LLC; 5700 NE 2ND AVENUE, LLC; 5524 NE 2ND AVENUE, LLC; and, 175 NE 55TH STREET, LLC (collectively the "Affiliated Debtors"). The Affiliated Debtors also are all Florida limited liability companies which own one or more parcels of real property located in the same Little Haiti 2nd Avenue Corridor section of Miami as the Debtor's Property. The Affiliated Debtors are all owned by the same entity, LHDP. The cases are jointly administered under In re 6200 NE 2ND AVENUE, LLC, Case No.: 22-10385-RAM About 6229 NE 2nd Avenue LLC 6229 NE 2nd Avenue LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-14331) on May 31, 2022. In the petition signed by Mallory Kauderer, as manager, the Debtor estimated assets between $1 million and $10 million. The petition states funds will be available to unsecured creditors. The case is assigned to Honorable Bankruptcy Judge Robert A Mark. Steven Beiley, Esq., of AARONSON SCHANTZ BEILY P.A., is the Debtor's counsel. 942 PENN RR: Secured Creditor Seeks Ch.11 Trustee Appointment ------------------------------------------------------------- 1250916 Ontario Limited, asks the U.S. Bankruptcy Court for the Southern District of Florida for the entry of an order appointing a Chapter 11 trustee, and objects to the Motion for Voluntary Dismissal of Chapter 11 Case filed by the Debtor 942 Penn RR, LLC. 1250916 Ontario Limited contends the Debtor's principals, Raz Ofer and Robert Mendez, have used the Debtor as an engine of fraud on at least three separate, relevant occasions that necessitate the appointment of a Chapter 11 trustee as in the best interests of the estate. First, in a blatant attempt to avoid a secured creditor's enforcement of its assignment of rents in foreclosure court, Mr. Ofer gave false testimony concerning a sham lease transaction between the Debtor and an entity wholly owned by Messrs. Ofer and Mendez. Notably, as of now, the Debtor and Mr. Ofer are not advancing the sham lease before the Court. Then, having been found in contempt for this brazen fraud, Messrs. Ofer and Mendez sought to foreclose the Debtor's interest in its sole asset on not one, but two separate occasions (including as recently as a month before the filing of this bankruptcy case). As if this were not enough, the State of Florida is currently prosecuting Mr. Ofer for felonious fraud for presenting hundreds of thousands of dollars in false checks to retailers drawn on the Debtor's accounts. They repeatedly prove they will not serve the estate's best interests and are hopelessly conflicted from serving as estate fiduciaries. Having realized that they are not allowed to pay themselves from the creditors' cash collateral in Chapter 11, they no longer seek the protections of the Court. Dismissal is not appropriate under the circumstances, 1250916 Ontario Limited tells the Court. Instead, this case requires an independent fiduciary to marshal the estate's assets for the benefit of all of the estate's stakeholders. A copy of the motion is available for free at https://bit.ly/3xaXe0q from PacerMonitor.com. Counsel for 1250916 ONTARIO: Eric J. Silver, ESQ. STEARNS WEAVER MILLER WEISSLER ALHADEFF & SITTERSON, P.A. Museum Tower, Suite 2200 150 West Flagler Street Miami, FL 33130 Telephone: (305) 789-3200 Facsimile: (305) 789-3395 E-mail: esilver@stearnsweaver.com About 942 Penn RR LLC 942 Penn RR, LLC, owns a short-term luxury apartment building located at 942 Pennsylvania Ave., Miami Beach, FL 33139. 942 Penn RR filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-14038) on May 23, 2022. In the petition filed by Raziel Ofer, manager, the Debtor disclosed $1,617,630 in total assets and $27,179,541 in total liabilities. Judge Robert A. Mark oversees the case. The Law Office of Mark S. Roher, PA serves as the Debtor's counsel. ADAZPAY LLC: Starts Chapter 11 Subchapter V Case ------------------------------------------------ Adazpay LLC filed for bankruptcy protection in Arizona. The Debtor disclosed $157,700 in assets against $290,533 in liabilities in its schedules. The petition states funds will be available to unsecured creditors. The Company had gross revenue of $450,000 in calendar year 2021, compared with $106,900 in 2020. Gross revenue was $176,500 for the period Jan. 1 through June 1, 2022. A meeting of creditors under 11 U.S.C. Sec. 341(a) is slated to be held on July 14, 2022, at 11:15 a.m. as a Telephonic Hearing (341). About Adazpay LLC Adazpay LLC, doing business as Hideout Saloon, is a decent dive bar and gastropub in Arizona. ADAZPAY LLC sought protection under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 22-03535) on June 1, 2022. In the petition filed by Paul Bear, as manager, the Debtor reports estimated assets and liabilities between $100,000 and $500,000 each. Jody A. Corrales, of DeConcini McDonald Yetwin & Lacy, P.C., is the Debtor's counsel. AEMETIS INC: Three Proposals Passed at Annual Meeting ----------------------------------------------------- Aemetis, Inc. held its Annual Meeting of Stockholders at which the stockholders: (1) elected Eric A. McAfee as a Class I director until the Company's 2025 annual meeting of stockholders and until his successor is duly elected and qualified; (2) ratified the appointment of RSM US LLP as the Company's independent registered public accounting firm for the fiscal year ending Dec. 31, 2022; and (3) approved, on an advisory basis, the compensation for the Company's named executive officers. Francis P. Barton did not receive a greater number of votes cast at the Annual Meeting "for" his election than "withheld" from his election to the Board. In accordance with the Company's Corporate Governance Guidelines, Mr. Barton had offered his resignation to the Board, with the effectiveness of the Offered Resignation being conditioned on the Qualified Independent Directors' acceptance, on behalf of the Board, thereof. Under the Company's Corporate Governance Guidelines, the Qualified Independent Directors, consisting of Lydia I. Beebe, John Block, Naomi L. Boness and Timothy A. Simon were required to promptly consider whether to accept Mr. Barton's Offered Resignation and disclose publicly in a document furnished or filed with the SEC the director's offer of resignation and the Board's determination regarding the offered resignation. The Board believes that the reason Mr. Barton failed to receive a greater number of votes cast at the Annual Meeting "for" his election than "withheld" from his election to the Board at the Annual Meeting was due to certain proxy advisory firm voting recommendations. Following deliberations, on June 1, 2022, the Qualified Independent Directors, on behalf of the Board, determined not to accept the Offered Resignation. In making its determination, the Qualified Independent Directors considered factors they deemed relevant, including Mr. Barton's extensive tenure with the Company, deep familiarity with its business, and leading efforts in addressing the material weaknesses in the Company's internal controls. The Board considers Mr. Barton a highly important member and believes that he brings to the Board an unparalleled understanding of the Company's business and industry as well as an invaluable skill set and experience as the Company's audit committee financial expert. Further Mr. Barton is consistently an engaged and meaningful contributor to Board meetings and discussions. Accordingly, the Qualified Independent Directors, on behalf of the Board, has reached the determination that accepting Mr. Barton's Offered Resignation at this time is not in the best interests of the Company and its stockholders. Mr. Barton did not participate in the deliberations by the Qualified Independent Directors regarding whether to accept the Offered Resignation. About Aemetis Headquartered in Cupertino, California, Aemetis, Inc. -- http://www.aemetis.com-- is an international renewable natural gas, renewable fuels and byproducts company focused on the acquisition, development and commercialization of innovative technologies that replace traditional petroleum-based products. The Company operates in two reportable geographic segments: "North America" and "India." Aemetis reported a net loss of $47.15 million for the year ended Dec. 31, 2021, compared to a net loss of $36.66 million for the year ended Dec. 31, 2020. As of March 31, 2022, the Company had $166.49 million in total assets, $62.73 million in total current liabilities, $232.35 million in total long-term liabilities, and a total stockholders' deficit of $128.59 million. ALL YEAR HOLDINGS: Taps Donlin Recano as Administrative Agent ------------------------------------------------------------- All Year Holdings Limited received approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Donlin Recano & Company, Inc. as administrative agent. The firm's services include: a. assisting in the solicitation, balloting and tabulation of votes, preparing any related reports in support of confirmation of a Chapter 11 plan, and processing requests for documents; b. preparing an official ballot certification and, if necessary, testifying in support of the ballot tabulation results; c. providing a confidential data room, if requested; d. managing and coordinating any distributions pursuant to a Chapter 11 plan or otherwise, if requested; and e. other administrative services. The hourly rates charged by the firm for its services are as follows: Executive Management No Charge Senior Bankruptcy Consultant $140 to $164 per hour Case Manager $128 to $140 per hour Consultant/Analyst $104 to $124 per hour Technology/Programming Consultant $76 to $96 per hour Clerical $35 to $45 per hour In addition, the firm will seek reimbursement for its out-of-pocket expenses. Nellwyn Voorhies, a partner at Donlin, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Nellwyn Voorhies Donlin, Recano & Company, Inc. 6201 15th Avenue Brooklyn, NY 11219 Tel: (212) 481-1411 About All Year Holdings Limited All Year Holdings Limited is a real estate development company founded by American real estate developer Yoel Goldman. It operates as a holding company, which, through its direct and indirect subsidiaries, focuses on the development, construction, acquisition, leasing and management of residential and commercial income producing properties in Brooklyn, N.Y. The company's portfolio includes 1,648 residential units and 69 commercial units in Bushwick, Williamsburg, and Bedford-Stuyvesant. All Year Holdings sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 21-12051) on Dec. 14, 2021. At the time of the filing, the Debtor listed $1 billion to $10 billion in assets and liabilities. Judge Martin Glenn oversees the case. Weil, Gotshal & Manges LLP, led by Matthew Paul Goren, Esq., is the Debtor's bankruptcy counsel while Koffsky Schwalb, LLC and Bartov & Co. serve as special counsels. Donlin Recano & Company, Inc. is the Debtor's administrative agent. AMERICAN DE ROSA: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: American De Rosa Lamparts, LLC 370 Falls Commerce Parkway Cuyahoga Falls, OH 44224 Business Description: The Debtor offers a collection of both residential lighting fixtures, commercial and industrial lighting fixtures, along with an expansive line of ceiling fans. Chapter 11 Petition Date: June 8, 2022 Court: United States Bankruptcy Court Northern District of Ohio Case No.: 22-50654 Judge: Hon. Alan M. Koschik Debtor's Counsel: Marc B. Merklin, Esq. BROUSE MCDOWELL, LPA 388 S. Main Street, Suite 500 Akron, OH 44311 Tel: 330-535-5711 Email: mmerklin@brouse.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Amit Dixit as chief financial officer. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/Q7N63BY/American_De_Rosa_Lamparts_LLC__ohnbke-22-50654__0001.0.pdf?mcid=tGE4TAMA ATLANTIC BROOM: Seeks to Hire Campbell DeVasto as Accountant ------------------------------------------------------------ Atlantic Broom Service, Inc. and ATL Municipal Sales, LLC seek approval from the U.S. Bankruptcy Court for the District of Massachusetts to employ Campbell DeVasto & Associates as their accountant. The firm's services include: a. handling day-to-day accounting issues; b. preparing monthly operating reports; c. preparing projections as needed in connection with the motion of ATL to borrow money from SouthStar; d. preparing projections in connection with a plan of reorganization; e. assisting with financial management reporting and providing general advice on business matters; f. preparing internal GAAP financial statements; and g. preparing tax returns. The hourly rates charged by the firm for its services are as follows: Accountants $150 per hour Staffs $100 per hour In addition, the firm will seek reimbursement for its out-of-pocket expenses. Sharon Marsh, a partner at Campbell DeVasto & Associates, disclosed in a court filing that her firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Sharon Marsh Campbell DeVasto & Associates 175 Derby Street, Suite 2 Hingham, MA 02043 Tel: (781) 749-6699 About Atlantic Broom Service Atlantic Broom Service, Inc. is a company in East Bridgewater, Mass., which offers roadway maintenance products and highway signage. Atlantic Broom Service and its affiliate, ATL Municipal Sales, LLC, filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Lead Case No. 22-10173) on Feb. 15, 2022. In its petition, Atlantic Broom Service listed up to $500,000 in assets and up to $10 million in liabilities. Clement G. Kilcy, president, signed the petition. Judge Janet E. Bostwick oversees the cases. Rubin and Rudman, LLP and Campbell DeVasto & Associates serve as the Debtors' legal counsel and accountant, respectively. BITNILE HOLDINGS: Closes Offering of 144,000 Preferred Shares ------------------------------------------------------------- BitNile Holdings, Inc. has closed its public offering of 144,000 shares of its 13.00% Series D Cumulative Redeemable Perpetual Preferred Stock at a price to the public of $25.00 per share. Gross proceeds from the offering were approximately $3.6 million, before deducting offering expenses. Net proceeds to the Company, after payment of commissions, non-accountable fees and offering expenses, are expected to be approximately $3.07 million. The Company intends to use substantially all the net proceeds from the offering for the purchase of bitcoin miners, with the remainder for general corporate purposes. Alexander Capital, L.P. acted as book running manager for the offering. The Series D Preferred Stock was offered under the Company's shelf registration statement on Form S-3 (File No. 333-260618), which was declared effective by the Securities and Exchange Commission ("SEC") on Nov. 12, 2021. A final prospectus supplement and an accompanying prospectus relating to the offering has been filed with the SEC and is available on the SEC's website at www.sec.gov. About BitNile Holdings BitNile Holdings, Inc. (formerly known as Ault Global Holdings, Inc.) is a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies with a global impact. Through its wholly and majority-owned subsidiaries and strategic investments, the Company owns and operates a data center at which it mines Bitcoin and provides mission-critical products that support a diverse range of industries, including defense/aerospace, industrial, automotive, telecommunications, medical/biopharma, and textiles. In addition, the Company extends credit to select entrepreneurial businesses through a licensed lending subsidiary. BitNile's headquarters are located at 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141; www.BitNile.com. BitNile reported a net loss of $23.97 million for the year ended Dec. 31, 2021, a net loss of $32.73 million for the year ended Dec. 31, 2020, a net loss of $32.94 million for the year ended Dec. 31, 2019, and a net loss of $32.98 million for the year ended Dec. 31, 2018. As of March 31, 2022, the Company had $518.92 million in total assets, $93.74 million in total liabilities, $116.73 million in redeemable noncontrolling interests in equity of subsidiaries, and $308.46 million in total stockholders' equity. BVM THE BRIDGES: PCO Says Patient Care Remains Acceptable --------------------------------------------------------- Mary L. Peebles, the appointed Patient Care Ombudsman (PCO) for BVM The Bridges, LLC and BVM Coral Landing, LLC, filed with the U.S. Bankruptcy Court for the Middle District of Florida a report on the Debtors' quality of patient care. At the time of visit, there was an occupancy of 50 with 19 on the Memory Care Unit and 31 in the regular Assisted Living Residence at Coral Landing. All the documents of the 19 residents on the Memory Care Unit appeared to be filed timely and completed as required. The records did not reflect any concerns. The ombudsman found the resident, staff and the Environment to be conducive to a home environment while revisiting Coral Landing including all of the Memory Care Unit. The ombudsman observed a busy staff following up on resident medical needs and residents needing redirection and assistance while visiting the Bridges. Therapists contracted by individual Residents were present and appeared to be providing care. The ombudsman noted that the Bridges facility was clean, well appointed and odor free. Staff and residents continue to follow COVID-19 protocol. The Bridges has an admirable number of centurions who have Resided there for more than two years. The Ombudsman concluded, after a review based on observation and documentation, that the patient care is at an acceptable level. A copy of the Ombudsman Report is available for free at https://bit.ly/3aD00E7 from PacerMonitor.com. About BVM The Bridges, LLC BVM The Bridges, LLC operates an 87-bed/69-unit assisted living facility known as The Bridges Assisted Living & Memory Care and The Claridge House at the Bridges located at 11202 Dewhurst Drive in Riverview, Florida, since 2014. The Debtor's average census is 70 residents. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-00345) on January 28, 2022. In the petition signed by John Bartle, president, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Michael J. Williamson oversees the case. Alberto F. Gomez, Jr, Esq., at Johnson, Pope, Bokor, Ruppel & Burns, LLP is the Debtor's counsel. CHRIST PETTIT: Law Firm in Chapter 11 for Organized Liquidation --------------------------------------------------------------- Chris Pettit & Associates, P.C., and principal Christopher John Pettit filed for chapter 11 protection in the Western District of Texas. Chris Pettit, an attorney, and Pettit PC, the law firm principally owned by C. Pettit, and was engaged in the business of operating a law firm and practicing law for numerous years prior to the filing of the Chapter 11 cases. While the law firm exists as a distinct entity, separate and apart from Pettit individually, events preceding the Petition Date resulted in various lawsuits and claims asserted by numerous parties against Pettit individually and Pettit Law Firm, jointly and severally. Events leading to the filing for relief are directly related to the claims asserted by numerous creditors seeking recovery against both Pettit individually and Pettit law firm -- some of which have resulted in judgment and/or pending legal proceeding. The Debtors anticipate that other similar claims could have legal action -- which were stayed upon the initiations of the bankruptcy cases. Pettit and Pettit Law Firm evaluated options, in consultation with their professionals, intended to address prepetition legal proceedings. These efforts included consideration of settlement with creditors and possible state court receiverships as a means to facilitate and manage creditor resolutions. Ultimately those efforts proved unsuccessful requiring relief under the Bankruptcy Code. The Debtors commenced the bankruptcy cases in anticipation of consolidation of legal proceedings and administration of liquidation processes, enabling a recovery of available assets and to generate a ratable distribution to creditors. The Debtors believe that a combination of Debtors efforts together with an organized liquidation and recovery process will maximize creditor recovery through efficient and economic recovery process administered under the Bankruptcy Code According to court filings, Chris Pettit & Associates estimates between 100 and 199 unsecured creditors. The petition states funds will be available to unsecured creditors. Chapter 11 Trustee Former clients of the Debtors, Sharon Brimhall, Executrix of The Estate of Harry Sims, and Robin and Mark Verstuyft have filed motions for the appointment of a Chapter 11 trustee to take over management of the firm. In the case of the Verstuyfts, the Debtors represented to the Verstuyfts that he and CP&A were qualified to serve as 1031 exchange intermediaries in connection with the proposed sale of farmland by the Verstuyfts. The sale of the subject farmland was scheduled to close through Martin Abstract Co., Inc. In keeping with the instructions from CP&A, Martin Abstract wired the net sales proceeds of $2,902,912 to Wells Fargo Bank, account number 2537419174. According to the Verstuyfts, despite repeated demands to return the sales proceeds to Martin Abstract, PETTIT and CP&A have absconded with the sales proceeds which were deposited with them in a fiduciary capacity. About Chris Pettit & Associates Chris Pettit & Associates, P.C., is a personal injury law firm in Texas. Chris Pettit & Associates and principal Christopher John Pettit sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 22-50591 and 22-50592) on June 1, 2022. The Debtors have sought joint administration of their Chapter 11 cases. In the petition filed by Christopher John Pettit, as president, the firm estimated assets up to $50,000 and liabilities between $100,000 and $500,000. Michael G. Colvard, Esq., of MARTIN & DROUGHT, P.C., is the Debtors' counsel. COLORTEK COLLISION: Autobody Shop Files for Chapter 11 Bankruptcy ----------------------------------------------------------------- Colortek Collision & Customs, Inc., filed for Chapter 11 protection in Fayetteville, North Carolina. Founded in 2011, the Debtor operates an autobody shop in Lindon, NC. It employs Stephen Beasley (the Debtor's owner), Alisha Beasley (former wife), and two shop workers. According to court documents, Colortek Collision & Customs estimates between 1 and 49 unsecured creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for July 11, 2022 at 10:00 A.M. at the Office of UST. The Debtor's Chapter 11 Plan and Disclosure Statement are due Aug. 30, 2022. A status hearing is to be held on July 18, 2022 at 10:00 AM at Telephone Conference/Judge McAfee. About Colortek Collision & Customs Colortek Collision & Customs, Inc., is an auto body shop in North Carolina. Colortek Collision & Customs sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 22-01178) on June 1, 2022. In the petition filed by Stephen Beasley, as president, the Debtor estimated assets between $100,000 and $500,000 and liabilities between $500,000 and $1 million. The case is overseen by Honorable Bankruptcy Judge Pamela W McAfee. Travis Sasser, of Sasser Law Firm, is the Debtor's counsel. COMSTOCK RESOURCES: Fitch Hikes LT IDR to 'B+', Outlook Stable -------------------------------------------------------------- Fitch Ratings has upgraded Comstock Resources, Inc.'s Long-Term Issuer Default Rating to 'B+' from 'B'. Fitch has also upgraded the senior secured revolving credit facility to 'BB+'/'RR1' from 'BB'/'RR1' and the senior unsecured notes to 'BB-'/'RR3' from 'B+'/'RR3'. The Rating Outlook is Stable. The upgrade reflects the company's debt reduction efforts, which have also enhanced liquidity. Comstock's rating reflects the company's position as one of the largest producers of natural gas in the Haynesville Shale Basin that benefits from increasing LNG exports, its low operating costs, low differentials due to its proximity to the Henry Hub, and its deep drilling inventory. Comstock also materially enhanced its liquidity by reducing revolver borrowings and extending debt maturities. This is offset by the company's modestly higher leverage and less robust hedging program relative to its peers. The Stable Outlook reflects Fitch's expectation of positive FCF over the forecast horizon, which is expected to be applied to further reduce debt. KEY RATING DRIVERS Low-Cost Operator: Comstock has one of the lowest operating cost structures among its natural gas peers due to its low lease operating costs and gathering and transportation costs. Margins are similar to some of the best Permian oil-based operators, as Comstock's proximity to Henry Hub allows the company to achieve minimal differentials and premium pricing for its natural gas. Fitch expects Comstock to further reduce price differentials as new pipelines that provide direct access to the Gulf Coast come online through 2022. Drilling costs also declined over time as the company achieved scale through acquisitions. Fitch anticipates drilling cost increases in the current high commodity price environment. Strong Liquidity: Comstock has approximately $150 million outstanding on its $1.4 billion revolver, and Fitch expects the balance will be repaid by the end of 2022. The next bond maturity is not until 2029, providing the company with extensive runway. Comstock is expected to generate material FCF over the forecasted horizon, which should further bolster liquidity. Strong Haynesville Focus: Comstock is one of the largest producers in the Haynesville Shale Basin, and is well positioned for the expected growth of LNG capacity on the Gulf Coast. The Haynesville is located close to the Henry Hub and other major natural gas buyers, which provides for lower differentials and higher realized gas prices. Comstock has approximately 1,600 net drilling locations in the Haynesville, with an average lateral length of 8.520 feet. Approximately 85% of the acreage is held by production, and the company operates 87% of its position. The company has approximately 25 years of drilling inventory based on 2022 expected drilling of 55 wells. FCF Even Under Low Prices: Fitch believes Comstock can generate meaningful FCF in its base and strip case scenarios given its low operating and drilling cost structure. Fitch forecasts assumes the implementation of a dividend program and the company becoming a cash tax payer. The company operates seven rigs with expected capex in the $875 million-$925 million range, leading to mid-single digit growth over the forecast horizon. Capex guidance has increased given the inflationary pressures for labor and drilling materials and equipment. This is more than offset by higher natural gas prices in the near term, but could be a challenge if natural gas prices were to decline. Adequate Hedging Program: Comstock has approximately 50% of its gas production hedged in 2022. There are no hedges beyond the second quarter of 2023. This is weaker than other high yield exploration and production peers. Fitch prefers a strong hedge book for high yield issuers, although Comstock's low cost structure mitigates the impact of lower prices. Preferred No Equity Credit: Fitch does not apply its "Corporate Hybrids Treatment and Notching Criteria," as the new preferred stock will be held by existing equity investors or affiliates. Fitch instead uses its "Corporate Rating Criteria" on applying equity credit for shareholder and affiliated loans. The Series B preferred stock contains a provision for a mandatory cash redemption upon a change of control. As a result, Fitch is not allowing equity credit for the preferred stock. DERIVATION SUMMARY Fitch estimates Comstock's debt/EBITDA at 2.2x as of March 31, 2022, which is expected to reduce further after the company redeemed its 2025 senior notes in the following quarter. Current leverage is above most other 'B' and 'BB' natural gas producers which are in the 0.7x to 2.5x range. This is offset by strong liquidity, lack of near-term bond maturities (next is 2029), and a low-cost structure relative to its peers. Comstock's 2021 production of 1,360 million cubic feet equivalent per day (mcfed) is in range with other single-B operators, including Ascent Resources Utica Holdings (1,936 mcfd; B/Stable), Gulfport Energy Corporation (1,008 mcfed; B+/Stable) and Encino Acquisition Partners Holdings, LLC (968 mmcfed; B/Stable). Comstock's Fitch-calculated unhedged netback in 2021 of $2.66/thousand cubic feet equivalent (mcfe) was among the highest among its peers, including Ascent ($2.33/mcfe), CNX ($2.56/mcfe; BB+/Stable) and Gulfport ($2.59/mcfe). Fitch expects further improvement to Comstock's netbacks to come from reduced interest costs as the company reduces debt and refinances high-cost notes. Comstock employs a weaker hedging program relative to other high yield natural gas producers. Fitch views this negatively, but this is offset by the low-cost structure and lack of costly gathering and transportation costs that affect other producers during a low commodity cost environment. Lower operating costs also partially offset the higher drilling and completion costs in the Haynesville relative to other basins. KEY ASSUMPTIONS Fitch's Key Assumptions Within the Rating Case for the Issuer -- Base case West Texas Intermediate oil prices of $95/barrel (bbl) in 2022, $76/bbl in 2023, $57/bbl in 2024 and a long-term price of $50/bbl; -- Base case Henry Hub natural gas price of $4.25/mcf in 2022, $3.25/mcf in 2023, $2.75 in 2024, and long-term price of $2.50/mcf; -- Production growth of 4% in 2022, 8% in 2023 and mid-single digit growth throughout the forecast period; -- Capex of $885 million in 2022, increasing to over $900 million for the remainder of the forecast period; -- No incremental acquisitions, divestitures or equity issuance. A dividend policy is assumed to be implemented with payments beginning in 2023. KEY RECOVERY RATING ASSUMPTIONS -- The recovery analysis assumes that Comstock Resources would be reorganized as a going-concern in bankruptcy rather than liquidated; -- Fitch has assumed a 10% administrative claim. Going-Concern (GC) Approach Comstock's GC EBITDA assumptions reflects Fitch's projections under a stressed case price deck, which assumes Henry Hub natural gas prices of USD3.50 in 2022, USD2.50 in 2023, $2.00 in 2024 and USD2.25 in the long-term. -- The GC EBITDA estimate reflects Fitch's view of a sustainable, post-reorganization EBITDA level upon which Fitch bases the enterprise valuation (EV). The GC EBITDA assumption uses 2024 EBITDA, which reflects the decline from current pricing levels to stressed levels and then a partial recovery coming out of a troughed pricing environment. -- The model was adjusted for reduced production and varying differentials given the material decline in the prices from the previous price deck. An EV multiple of 4.0x EBITDA is applied to the GC EBITDA to calculate a post-reorganization enterprise value. The choice of the multiple considered the following factors: -- The historical case study exit multiples for peer companies ranged from 2.8x-7.0x, with an average of 4.9x and median of 4.8x; -- Comstock's $2.2 billion acquisition of Covey in 2019 had an approximate EBITDA multiple of 4.0x. Southwestern acquired Indigo, a Haynesville operator at an approximate multiple of 3.8x in 2020. Southwestern also acquired GEP Haynesville, LLC in 2021 for 2.9x. Liquidation Approach The liquidation estimate reflects Fitch's view of the value of balance sheet assets that can be realized in sale or liquidation processes conducted during a bankruptcy or insolvency proceeding and distributed to creditors. Fitch considers valuations such as SEC PV-10 and M&A transactions for each basin including multiples for production per flowing barrel, proved reserves valuation, value per acre and value per drilling location. Waterfall The senior secured revolver is expected to be 90% drawn from the $1.4 billion commitment. This reflects the expectation that in a stressed pricing environment, the borrowing base will be reduced. The allocation of value in the liability waterfall results in recovery corresponding to 'RR1' recover for the senior secured revolver and a recovery corresponding to 'RR3' for the senior unsecured notes ($2.2 billion for the notes offering). RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Midcycle gross debt/EBITDA below 2.0x; -- Application of FCF proceeds to further reduce debt and/or address preferred stock; -- Continued growth in production and reserves. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Midcycle gross debt/EBITDA above 2.5x; -- A material reduction in liquidity through excessive borrowings or a reduction in the borrowing base; -- A change in terms of financial policy that is debtholder unfriendly. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE Strong Liquidity and Runway: Comstock had $12 million of cash on hand and availability under its $1.4 billion revolver of $1.25 billion as of March 31, 2022. Following the end of the quarter, the company redeemed the remainder of the 2025 senior notes. The remaining revolver balance is expected to be repaid by the end of 2022. The revolver matures in 2024, while the two remaining senior notes are due in 2029 ($1.25 billion) and 2030 ($965 million). The revolver has two financial covenants: a leverage ratio of less than 4.0:1.0 and a current ratio of at least 1.0:1.0. The company complied with both as of March 31, 2022. Comstock has been acquisitive in the past, although the financing structure of the acquisitions had strong equity components to lighten the debt load. The company has shown a proven ability to access the debt capital markets over the past two years. Fitch expects the company to implement a dividend policy as the company meets its leverage target of 1.5x in 2022. ISSUER PROFILE Comstock Resources, Inc. (CRK) is an independent E&P company that operates in the Haynesville Basin. The company has proved reserves of 6.1 Tcfe and 1Q22 production was 1,278 mmcfe/d. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. DEBT RATING RECOVERY PRIOR ---- ------ -------- ----- Comstock Resources Inc. LT IDR B+ Upgrade B senior unsecured LT BB- Upgrade RR3 B+ senior secured LT BB+ Upgrade RR1 BB CORPORATE COLOCATION: Has Deal on Cash Collateral Access -------------------------------------------------------- Corporate Colocation Inc., a California Corporation, Victor Goodman, 530 6th Street, LLC, InMotion Hosting, Inc., and the U.S. Small Business Administration advised the U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, that they have reached an agreement regarding the Debtor's use of cash collateral and now desire to memorialize the terms of this agreement into an agreed order. The Settlement resolves all pending disputes among the parties. The Debtor asserts the Settlement will allow the Debtor to file and confirm a Plan of Reorganization that will pay its remaining non-insider creditors 100% of their allowed claims. To allow the Debtor to continue to operate its business through the continued hearing dates, the Parties agree: a. The court's prior orders for the use of cash collateral will be extended through the continued hearing date pursuant to the budget, at which time the court can consider a further extension if necessary. b. The Debtor is authorized to deviate from the total expenses, and to deviate by category contained in the budget by no more than 15%, on a line by line basis without the need for further order of the Court. c. Any secured creditors holding an interest in the cash collateral are granted a replacement lien on all post-petition assets of the Debtor's estate to the extent of the Debtor's use of cash collateral. The replacement liens will have the same validity, extent and priority as the prepetition interests held by each respective secured creditor as of the petition date. d. The Debtor will continue to pay the stipulated administrative rent to the landlord in the amount of $147,000 per month by the 7th of each month until further Court order, or the obligation to pay administrative rent is relieved pursuant to the Global Settlement Agreement if approved by the Court, whichever is first, and the payments are without admission or waiver of any issues with respect to the dispute between the Debtor and the Landlord. A copy of the stipulation is available at https://bit.ly/3tkITxg from PacerMonitor.com. About Corporate Colocation Inc. Corporate Colocation Inc. -- https://www.corporatecolo.com/ -- operates a large server farm that provides website services to about 25 subtenants that is located at 530 West Sixth Street, Suite 502 et seq., Los Angeles, California 90014. Corporate Colocation sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-12812) on April 7, 2021. In the petition signed by Jonathan Goodman, president, the Debtor disclosed $2,284,042 in assets and $5,041,445 in liabilities. Judge Ernest Robles oversees the case. Robert M. Yaspan, Esq., at Law Offices of Robert M. Yaspan is the Debtor's counsel. 530 6th Street, LLC, as landlord, is represented by Jeffrey Lee Costell, Esq. at Costell & Adelson Law Corporation. CROSS RIDGE: Wins Interim Cash Collateral Access Thru June 30 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Tennessee authorized Cross Ridge Precision Inc. to use cash collateral on an interim basis in accordance with the budget and provide adequate protection to FirstBank through June 30, 2022. As adequate protection for the Debtor's use of cash collateral, FirstBank is granted a replacement lien which will attach to the same extent and with the same priority as it existed prior to the Petition Date, and to the extent of any diminution in value of the Collateral and cash collateral, in all of the Debtor's post-petition assets of the same kind and description as the Collateral. The Adequate Protection Lien will be supplemental to the security interest which First Bank possesses pursuant to its loan documents as described in and attached to the Motion, it being the intent of the parties to grant FirstBank a continuous and uninterrupted lien pursuant to 11 U.S.C. section 552 in the Pre- and Post-Petition Collateral. The Adequate Protection Lien will constitute valid and duly perfected security interest and lien and FirstBank will not be required to file or serve financing statements, notices of lien or similar instruments which otherwise may be required under federal or state law in any jurisdiction, or take any action, including taking possession, to validate and perfect such security interests and liens; and the failure by the Debtor to take any action or execute any documentation relating to the Adequate Protection Lien will in no way affect the validity, perfection, or priority of such replacement lien. The Adequate Protection Lien will continue in full force and effect until FirstBank receives payment in full of its allowed secured claims to the extent authorized by the Court pursuant to section 506(b) of the Bankruptcy Court, and as further may be allowed by such section any such interest, fees, costs, and expenses, including reasonable attorneys' fees, whether currently existing or hereafter accrued and incurred, as provided for by the applicable loan documents. The Debtor was required to pay FirstBank $15,000 on or before June 8, 2022, as additional adequate protection for the use of FirstBank's Collateral through the Cash Collateral Period. The payment will be applied to the allowed secured claim of FirstBank. The Debtor will maintain all necessary insurance for its business and assets. A further hearing on the matter is scheduled for June 30 at 10 a.m. A copy of the order and the Debtor's three-week budget is available at https://bit.ly/3NnvaxX from PacerMonitor.com. The Debtor projects total expenses, on a weekly basis, as follows: $40,066 for the week ending June 11; $37,725 for the week ending June 18; and $27,365 for the week ending June 25. About Cross Ridge Precision Inc. Cross Ridge Precision Inc. is a machinery parts manufacturer in Oak Ridge, Tennessee. Cross Ridge sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tenn. Case No. 22-30839) on June 1, 2022. In the petition signed by LJ Elliott, president, the Debtor disclosed $2,281,505 in assets and $3,391,704 in liabilities. William E. Maddox, Jr., Esq., at William E. Maddox, Jr. LLC is the Debtor's counsel. CUENTAS INC: To Acquire 19.99% Interests in Cuentas SDI for $750K ----------------------------------------------------------------- Cuentas, Inc. entered into a Membership Interest Purchase Agreement with SDI Black 011, LLC, the holders of all the membership interests of SDI Black and Cuentas SDI, LLC, a Florida limited liability, for the acquisition of 19.99% of the membership interests of Cuentas SDI in exchange for $750,000. Cuentas also has the right to close on the potential acquisition of the remaining 80.01% of the membership interests of Cuentas SDI within 60 days (with a potential 30 day extension, the "Potential Acquisition Period") in exchange for a purchase price of an additional $2,459,000. SDI Black previously transferred all of its assets including the platform, portals, domain names, and related software necessary to conduct its business to Cuentas SDI. The MIPA further provides that during the Potential Acquisition Period, the Company will invoice and Cuentas SDI will pay invoices on a seven-net-ten day basis and during this same period, Cuentas SDI will allow the Company to realize 40% of the Cuentas SDI gross revenues and reflect 40% of the gross revenues on its books and records. The MIPA contains a number of representations and warranties by each of the parties thereto which we believe are customary for transactions similar to the transactions contemplated by the MIPA. About Cuentas Headquartered in Miami, Florida, Cuentas, Inc. -- http://www.cuentas.com-- invests in financial technology and engages in use of certain licensed technology to provide innovative telecommunications, mobility, and remittance solutions to unserved, unbanked, and emerging markets. The Company uses proprietary technology and certain licensed technology to provide innovative telecommunications and telecommunications mobility and remittance solutions in emerging markets. The Company also offers wholesale telecommunications minutes and prepaid telecommunications minutes to consumers through its Tel3 division. Cuentas reported a net loss attributable to the company of $10.73 million for the year ended Dec. 31, 2021, a net loss attributable to the company of $8.10 million for the year ended Dec. 31, 2020, a net loss attributable to the company of $1.32 million for the year ended Dec. 31, 2019, and a net loss of $3.56 million for the year ended Dec. 31, 2018. As of March 31, 2022, the Company had $9.68 million in total assets, $3.31 million in total liabilities, and $6.36 million in total stockholders' equity. CYTOSORBENTS CORP: Partners With Nikkiso to Distribute PureADJUST ----------------------------------------------------------------- CytoSorbents Corporation announced that following a successful pilot program in three countries, the Company has signed an expanded non-exclusive agreement with Nikkiso Europe GmbH to distribute their PureADJUST stand-alone hemoperfusion pump and accessories in a total of 14 countries. In addition to securing the rights to sell Nikkiso's stand-alone pump and accessories in Germany, Austria, and Luxembourg, CytoSorbents has entered into an expanded multi-country reseller agreement with Nikkiso covering the following countries: Belgium, Bosnia and Herzogovina, Croatia, Finland, France, Iceland, Lichtenstein, Poland, Serbia, Slovenia and Switzerland. CytoSorbents will also be able to provide field support services in these countries. Mr. Yoji Wakabayashi, chief executive officer of Nikkiso Europe GmbH commented, "We are pleased to partner with CytoSorbents to make our PureADJUST equipment and full range of consumables and accessories available to CytoSorbents' customers in these additional countries. PureADJUST's compact design, intuitive interface, and easy adsorber set up is the ideal solution to provide an additional platform to deliver CytoSorbents' industry-leading blood purification technology. We look forward to collaborating with CytoSorbents and growing our business worldwide together." Dr. Christian Steiner, executive vice president, sales and marketing of CytoSorbents added, "This new business model unlocks a significant opportunity for us to increase CytoSorb usage. Today, it is very easy to start CytoSorb on critically ill patients who have developed kidney failure and are already on dialysis or continuous renal replacement therapy (CRRT). However, this accounts for only about 10% of patients in the ICU, where kidney failure often occurs late in the critical illness, resulting in delayed intervention with CytoSorb. Our new stand-alone blood pump offering makes it easy for physicians to start treatment with CytoSorb earlier, even before patients develop kidney failure. Early start of the therapy has been shown to be a key predictor of success and was highlighted in a number of studies. We believe this will result in more effective treatment, while significantly increasing the number of patients who could benefit from our therapy." Mr. Chris Cramer, vice president Business Development at CytoSorbents, stated, "We are excited to partner with a globally recognized leader like Nikkiso to enable our new stand-alone hemoperfusion pump business model. With each PureADJUST machine placed at a customer account, we now have the ability to drive additional usage of CytoSorb across the full range of approved indications in the ICU. In the future, we also believe that this business model will enable us to support "hospital-wide" applications, such as in the emergency room, surgery suites, and elsewhere." About CytoSorbents Based in Monmouth Junction, New Jersey, CytoSorbents Corporation is engaged in critical care immunotherapy, specializing in blood purification. Its flagship product, CytoSorb, is approved in the European Union with distribution in more than 70 countries around the world as an extracorporeal cytokine adsorber designed to reduce the "cytokine storm" or "cytokine release syndrome" seen in common critical illnesses that may result in massive inflammation, organ failure and patient death. Cytosorbents reported a net loss of $24.56 million for the year ended Dec. 31, 2021, a net loss of $7.84 million for the year ended Dec. 31, 2020, a net loss of $19.26 million for the year ended Dec. 31, 2019, and a net loss of $17.21 million for the year ended Dec. 31, 2018. As of March 31, 2022, the Company had $83.27 million in total assets, $27.84 million in total liabilities, and $55.43 million in total stockholders' equity. D&F RESOURCES LTD: Gets OK to Hire James S. Wilkins as Counsel -------------------------------------------------------------- D&F Resources, Ltd. received approval from the U.S. Bankruptcy Court for the Western District of Texas to employ James S. Wilkins, P.C. to handle its Chapter 11 case. The firm will charge an hourly fee of $375 for its legal services and will seek reimbursement for its out-of-pocket expenses. The retainer fee is $25,000. James Wilkins, Esq., disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: James S. Wilkins, Esq. James S. Wilkins, P.C. 1100 NW Loop 410, Suite 700 San Antonio, TX 78213 Tel: (210) 271-9212 Email: jwilkins@stic.net About D&F Resources Ltd. D&F Resources Ltd. sought Chapter 11 bankruptcy protection (Bankr. W.D. Texas Case No. 22-50491) on May 6, 2022, listing as much as $10 million in both assets and liabilities. Dennis R. Cahill, general partner, signed the petition. The case is assigned to Judge Michael M Parker. James S. Wilkins, P.C. is the Debtor's bankruptcy counsel. DARIAN L HAMPTON: Wins Final OK on Cash Collateral Access --------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, authorized Darian L Hampton DDS PA to use cash collateral on a final basis in accordance with the budget. Hampton says cash collateral access is the only means available to the Debtor to finance its operation and irreparable harm will result if the Debtor is not permitted to use cash collateral in the amounts set forth in the budget. As adequate protection for the use of cash collateral, Newtek Small Business Finance LLC and the U.S. Small Business Administration are granted replacement liens on all post-petition cash collateral and post-petition acquired property to the same extent and priority they possessed a valid, perfected and enforceable security interest as of the Petition Date. The Debtor is authorized to collect and receive all cash funds including accounts receivables. The Debtor will account each month to Newtek for all funds received. As adequate protection, Newtek is granted valid, binding, enforceable, and perfected liens co-extensive with its pre-petition liens in all currently owned or hereafter acquired property and assets of the Debtor, of any kind or nature, whether real or personal, tangible or intangible, wherever located, now owned or hereafter acquired or arising and all proceeds and products. As adequate protection for use of cash collateral, the Debtor is required to pay Newtek $2,000 per month effective May 16, 2022. The Adequate Protection Payments are to be paid by ACH transmission on the 15th and last day of each month for the previous half month for the duration of the period covered by this order. For the avoidance of doubt, the Debtor is obligated to pay the first Adequate Protection Payment of $1,000 for the time period of May 16-31 on May 31, with subsequent Adequate Protection Payments due the 15th and last day of the following months. A copy of the order is available at https://bit.ly/3xptgXW from PacerMonitor.com. About Darian L Hampton DDS PA Darian L Hampton DDS PA is a family dentistry in Carrollton, Texas. Hampton sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-30469) on March 16, 2022. In the petition signed by Darian L. Hampton, president, the Debtor disclosed $241,406 in assets and $2,004,490 in liabilities. Judge Harlin DeWayne Hale oversees the case. Robert C. Lane, Esq., at the Lane Law Firm is the Debtor's counsel. DAVE & BUSTER'S: S&P Affirms 'B' ICR, Outlook Stable ---------------------------------------------------- S&P Global Ratings affirmed all its ratings on Dallas-based dining and entertainment venue operator Dave & Buster's Inc., including its 'B' issuer credit rating. At the same time, S&P assigned its 'B' issue-level and '3' recovery ratings to the proposed term loan and revolving credit facility. S&P expects to discontinue its ratings on Main Event Entertainment Inc. once the transaction closes and the debt at that entity has been repaid. The stable outlook reflects S&P's expectation for sustained revenue growth and cash flow generation that supports its growth initiatives even in a volatile operating environment, with S&P Global Ratings'-adjusted leverage sustained below 5x on a pro forma basis. The Main Event acquisition boosts its scale and introduces some concept diversity for Dave & Buster's. With the acquisition, the company will add 51 family entertainment center units, resulting in consolidated operations of nearly 200 centers across 41 states in the U.S. and Canada. S&P said, "We expect the combined company to generate annual revenues of around $2 billion, compared with our forecast for about $1.5 billion at Dave & Buster's on a standalone basis. The incremental scale should allow for more efficient marketing and other incremental synergy benefits. We believe the company will grow further as it adds about 10-20 new venues across both concepts annually. This drives our forecast for high-single-digit to low-double-digit annual revenue growth over the next 12-24 months." Main Event and Dave & Buster's operate dining and entertainment venues, but we believe the two concepts are complementary because Main Event mostly caters to families with children, while Dave & Buster's primarily pursues the young adult demographic with a greater focus on evening entertainment and alcoholic beverage offerings. In overlapping markets, S&P believes the combined company can use differentiated marketing messages to attract the intended demographic and enhance the overall customer experience. S&P said, "The proposed financing transaction will increase the company's leverage, though we expect it will remain lower than 5x on a pro-forma basis. We expect Dave & Buster's S&P Global Ratings'-adjusted leverage to spike in fiscal 2022 owing to the incremental $850 million term loan and partial year EBITDA contribution from Main Event. However, we forecast leverage will decline to the mid- to high-4x area in 2023. We also expect cash generation will remain healthy, despite ongoing inflationary challenges and weaker consumer discretionary spending over the next 12 months. "We believe the company's cost-saving initiatives, such as technology implementation to drive operating efficiency, and a more efficient labor model, as well as pricing actions, should partially offset some of the margin headwinds it faces. Furthermore, its entertainment offerings, which represents approximately two-thirds of total revenue, limits its exposure to rising commodity costs. Notably, in the quarter-ended May 1, 2022, the company reported operating income of 21.9%, reflecting an expansion of about 600 basis points (bps) relative to the comparable period in 2019. We forecast S&P Global Ratings'-adjusted EBITDA margin in the low- to mid-30% area in fiscal 2022 relative to 36.4% in fiscal 2021 as cost pressures persist and the company expands its in-store staff relative to restricted levels in the prior year. "Consumer discretionary spending could be challenged amid an increasingly uncertain economic environment, representing a risk for Dave & Buster's. In our view, Dave & Buster's offers a highly discretionary service and faces various forms of competition and substitutes. Increasing costs of essential products and services will likely limit discretionary spending and consumers may seek more affordable out-of-home and in-home entertainment substitutes, presenting a meaningful top-line headwind for the company. Meanwhile, its corporate events business could also face pressure amid widespread corporate cost cutting initiatives stemming from slower economic growth. Nevertheless, these headwinds could be partially offset as some consumers trade down from more expensive entertainment options, such as travel and fine dining. We maintain a negative comparable ratings analysis modifier to reflect our view that the company would likely face outsized volatility in an economic downturn amid declining revenues and intensifying competition within the highly fragmented out-of-home entertainment industry. "We anticipate a smooth leadership transition with incoming CEO Chris Morris. Following the close of the acquisition, Mr. Morris, the CEO of Main Event since 2020, will transition to the permanent CEO role at Dave & Buster's. In our view, Mr. Morris' long-tenured experience in the dining and entertainment industry, and intimate knowledge of the Main Event concept, positions him well to lead the combined company. "The stable outlook reflects our expectation that the company will sustain positive same-store sales growth at Dave & Buster's and Main Event in addition to growing the number venues at a healthy pace. We expect this to result in overall high-single-digit to low-double-digit percent revenue growth at each concept while initiatives to improve operating efficiency allow for S&P Global Ratings'-adjusted EBITDA margins to remain in the low- to mid-30% area despite persisting inflationary cost pressures." S&P could lower its rating on Dave & Buster's if: -- S&P expects adjusted leverage to remain above 6x or adjusted FFO to debt to remain below 10%. This could occur if management missteps or heightened competitive pressures result in eroding profitability and lead to weakening credit metrics, or if the company pursues a more aggressive financial policy; or -- S&P expects the company to generate consistently weaker free operating cash flow (FOCF) relative to our current forecast, due to poor business performance without adequate reduction in growth capital investments, resulting in higher liquidity risk. In this scenario, it would expect FOCF-to-debt consistently below 5%. S&P could raise its rating on Dave & Buster's if: -- S&P expects S&P Global Ratings'-adjusted leverage will be below 4x and FFO to debt above 20%; or -- Is sustains profitable growth through continued successful new unit development at both Dave & Buster's and Main Event concepts, increasing overall scale and market share; and -- Credit metrics remain in line with S&P's forecast. ESG credit indicators: E-2, S-2, G-2 S&P said, "ESG factors are an overall neutral consideration in our credit rating analysis of Dave & Buster's Inc. We believe Dave & Buster's has recovered from the COVID-19 pandemic and is unlikely to experience similar health- and safety-related setbacks again. This is because we believe government mandated operating restrictions are unlikely to be implemented in a manner that is significantly disruptive to Dave & Buster's in the future. We consider the combined company's geographic concentration in the southern U.S., where social distancing mandates were generally less restrictive. Furthermore, because of the large venues it operates, the risk of potential future capacity restrictions is limited." DAVE ROBERTSON: Files Chapter 11 Bankruptcy Protection ------------------------------------------------------ Dave George Robertson filed for chapter 11 protection in the District of Central California. The Debtor's formal schedules of assets and liabilities and statement of financial affairs are due June 15, 2022. According to court documents, Dave George Robertson estimates between 1 and 49 unsecured creditors. The meeting of creditors under 11 U.S.C. Sec. 341(a) is slated to be held on July 11, 2022 at 9:00 a.m. at UST-LA2, TELEPHONIC MEETING (CONFERENCE LINE:1-866-816-0394, PARTICIPANT CODE:5282999). The last day to oppose discharge or dischargeability is Sept. 9, 2022. About Dave George Robertson Dave George Robertson, doing business as Centrally Grown LLC and Off the Grid Management, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-13062) on June 1, 2022. The Debtor listed estimated assets and liabilities between $1 million and $10 million each. The case is assigned to Honorable Bankruptcy Judge Barry Russell. DCIJ BEE HIVE: No Resident Complaints, PCO Report Says ------------------------------------------------------ Kim Marheine, the appointed Patient Care Ombudsman (PCO) for DCIJ Bee Hive, LLC d/b/a Beehive Homes of Eau Claire, filed with the U.S. Bankruptcy Court for the Western District of Wisconsin a report on the Debtor's health care facility. At the time of this visit there were five staff members onsite and eight residents in the home. Eighteen rooms were noted to be vacant. No COVID outbreak or related monitoring was noted; a self-screening process was available at the entrance. Staff and residents were noted to wear face coverings, and there appeared to be an adequate supply of personal protective equipment (PPE), should it be needed. Staffing was stated to be adequate for all three shifts, daily, including three activity staff who work on a part-time basis. The ombudsman noted the home to be comfortably furnished and clean, and appear to be well-supplied for disposable personal products, cleaning supplies and food. The menu was posted and was stated to be developed according to resident preferences. Snacks were noted to be readily available, and kitchen and food storage areas were clean and well-organized. The ombudsman made a second visit to the assisted living community on May 12, 2022. The census for the home was eight residents, with two new admissions planned for the coming week. The ombudsman noted most of the residents to be sitting outside by the pond on the property; no resident concerns or complaints were noted by those residents interviewed. As during the prior visit, the home seemed clean and in good repair and was well-stocked. The ombudsman noted staff to not wear face coverings and when asked, Daniel Pekol, the Debtor's owner, who was present in the home, stated he thought he understood face coverings to no longer be necessary. The ombudsman referred him to the updated information on the Department of Health Services website. A copy of the Ombudsman Report is available for free at https://bit.ly/3zjCQgu from PacerMonitor.com. About DCIJ Bee Hive, LLC DCIJ Bee Hive, LLC is part of the health care industry. DCIJ Bee Hive sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wis. Case No. 22-10427) on March 25, 2022. In the petition signed by Daniel Pekol, managing member, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Catherine J. Furay oversees the case. Evan M. Swenson, Esq., at Swenson Law Group, LLC, is the Debtor's counsel. DGS REALTY: Seeks to Continue Using Cash Collateral Thru Aug 31 --------------------------------------------------------------- DGS Realty, LLC asks the U.S. Bankruptcy Court for the District of New Hampshire for authority to continue using cash collateral and provide adequate protection to PHH Mortgage Services through August 31, 2022. PHH Mortgage Services, as servicer for U.S. Bank National Trust Association, as Trustee for Lehman Brothers Small Balance Commercial Mortgage PassThrough Certificates, Series 2006-3, is the cash collateral lien holder of the Debtor. PHH Mortgage holds or claims to hold a blanket first priority mortgage of record on the real estate at 74 Regional Drive, Concord, New Hampshire and 72 Regional Drive, Concord, New Hampshire and a collateral assignment of the rents thereof. The PHH Mortgage First Priority Mortgage and Rent Assignment secure the payment of $2,078,589, which is evidenced by a promissory note in the original principal amount of $862,500. The Debtor will not spend or use more than $9,552 per month during the period between July 1, 2022 and August 31, 2022, inclusive, without the written consent of the secured lender, as appropriate. The cash collateral will be used solely and exclusively for the purpose of paying the mortgage and taxes of the Debtor in the ordinary course of business to the extent provided for in the Budget and such other costs and expenses as may be authorized in writing by the Secured Lender, as appropriate. The Debtor will provide PHH Mortgage with adequate protection for any loss or diminution in value of the cash collateral securing their claims to the extent such claims qualify as secured claims under Bankruptcy Code Section 506 pending the further order or orders of the Court. PHH Mortgage will be paid the sum of $6,750 per month plus real estate tax escrow in the amount of $2,802 each month as adequate protection payments beginning on February 1, 2022 and on the same date of each month thereafter during the Use Term. These are the Debtor's normal monthly payments. The Proposed Order includes a "winding down" proviso under which the Court reserves the right to enter such further orders as may be necessary regarding the use of cash collateral to provide for payment of any administrative claims for wage and trade creditors who have supplied goods or services to the debtor during the period of operation under the order (and any stipulation) which remain unpaid at the time of termination of authorized cash collateral usage, and which goods or services have created additional collateral for the secured claimant. A copy of the motion is available at https://bit.ly/3NSh5Iv from PacerMonitor.com. About DGS Realty Based in Concord, New Hampshire, DGS Realty, LLC, is a real estate limited liability company. Formed around May 10, 2017, the company is owned by David H. Booth, Manager, Stephen W. Booth, and Gregory A. Booth, each having a 1/3 interest. The company is an affiliate of Walter H. Booth Clause 4 Trust, which sought bankruptcy protection (Bankr. D.N.H. Case No. 16-11598) on Nov. 16, 2016. DGS Realty filed a Chapter 11 petition (Bankr. D.N.H. Case No. 18-10024) on Jan. 11, 2018. In the petition signed by David H. Booth, the Manager, the Debtor estimated assets and debts between $1 million and $10 million. Representing the Debtor is Eleanor Wm Dahar, Esq., at Victor W. Dahar Professional Association. DOLPHIN ENTERTAINMENT: Grant Thornton Replaces BDO USA as Auditor ----------------------------------------------------------------- The Audit Committee of the Board of Directors of Dolphin Entertainment, Inc. dismissed BDO USA LLP as the Company's independent registered public accounting firm. BDO's reports on the Company's financial statements for the fiscal years ended Dec. 31, 2021 and 2020 did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope, or accounting principles. During the Company's two most recent fiscal years ended Dec. 31, 2021 and 2020 and the subsequent interim period through May 27, 2022, there were: (i) No "disagreements" (within the meaning of Item 304(a) of Regulation S-K) with BDO on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of BDO, would have caused it to make reference to the subject matter of the disagreements in its reports on the consolidated financial statements of the Company; and (ii) No "reportable events" (as such term is defined in Item 304(a)(1)(v) of Regulation S-K) except as previously disclosed in the Company's Form 10-K for the fiscal year ended Dec. 31, 2021, in which management identified material weaknesses in internal control over financial reporting relating to inappropriately designed entity-level controls impacting the control environment, risk assessment, information and communication, monitoring activities, and control activities to prevent or detect material misstatements in the consolidated financial statements. On June 3, 2022, the Audit Committee approved the engagement of Grant Thornton LLP as the Company's independent registered public accounting firm for the fiscal year ending Dec. 31, 2022. The Company disclosed that during the two most recent fiscal years ended Dec. 31, 2021 and 2020, and the subsequent interim periods through June 3, 2022, neither the Company nor anyone on its behalf consulted Grant Thornton regarding either the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's financial statements or any matter that was either the subject of a "disagreement" (within the meaning of Item 304(a) of Regulation S-K) or a "reportable event" (as that term is defined in Item 304(a)(1)(v) of Regulation S-K). About Dolphin Entertainment Headquartered in Coral Gables, Florida, Dolphin Entertainment, Inc. -- http://www.dolphinentertainment.com-- is an independent entertainment marketing and premium content development company. Through its subsidiaries, 42West LLC, The Door Marketing Group LLC and Shore Fire Media, Ltd, the Company provides expert strategic marketing and publicity services to many of the top brands, both individual and corporate, in the entertainment, hospitality and music industries. Dolphin Entertainment reported a net loss of $6.46 million for the year ended Dec. 31, 2021, a net loss of $1.94 million on $24.05 million of revenues for the year ended Dec. 31, 2020, and net loss of $2.33 million for the year ended Dec. 31, 2019. DR. R'KIONE BRITTON: Files Emergency Bid to Use Cash Collateral --------------------------------------------------------------- Dr. R'Kione Britton Chiropractic Corporation asks the U.S. Bankruptcy Court for the Central District of California for authority to use cash collateral and provide adequate protection. In order to effectively reorganize, the Debtor must be able to use the cash collateral of its secured creditors in order to pay the reasonable expenses it incurs during the ordinary course of its business. The total value of all corporate personal property is $226,317. About $103,580 of the total property value is subject to purchase money security interests. That leaves corporate equity of $122,737. Four parties have filed UCC-1 Financing Statements: a. Headway Capital, LLC. Current debt $26,340. Lien filed June 17, 2019. They are fully secured by corporate equity. b. U. S. Small Business Administration, in the amount of $905,400. Lien filed on June 27, 2020. $96,397 of this lien is secured by corporate equity. The balance is unsecured. c. Fundfi, in the amount of $41,520. Lien filed on August 27, 2021. d. Ace Funding Source, LLC, in the disputed amount of $118,915. Lien filed April 27, 2022. Headway Capital is fully secured. The SBA is partially secured to the extent of remaining corporate equity. Both Fundfi and Ace Funding Source, LLC are fully unsecured. To survive the COVID-19 pandemic, the Debtor took out an SBA emergency loan and once the pandemic related business restrictions were partially lifted, the Debtor took out merchant cash advance loans. Unfortunately, business income has not rebounded sufficient to cover the payments on, especially, the brutally expensive merchant cash advances. Additionally, the Debtor has been sued by Fundfi and Ace Funding. Prior to the bankruptcy filing, Fundfi attempted to divert or put a hold on the Debtor's payroll account, merchant services account, and bank accounts. As adequate protection, the Debtor proposes to make monthly adequate protection payments to Secured Creditors in the amount of $500 commencing on July 1. The Debtor believes there is a high degree of likelihood it will reorganize successfully under Subchapter V of Chapter 11, and that its Reorganization Plan is feasible. The Debtor contends that a mere $36,000 a month in total fee-for-service income will generate projected disposable income of $3,713 -- enough to cover payments over a proposed 90-month Plan. The goal of the reorganization process as established by Congress under the Small Business Reorganization Act is laudatory. The purpose is to keep the business in business so that the public has access to the Debtor's services, the owner has an income, and the employees have employment. A copy of the motion is available at https://bit.ly/3MihyCw from PacerMonitor.com. About Dr. R'Kione Britton Dr. R'Kione Britton Chiropractic Corporation is a healthcare company offering chiropractic, spinal and joint care; neuropathy treatment; spinal decompression; soft tissue rehabilitation and pain relief; muscle and joint injury rehabilitation; chronic pain relief care; posture restoration; laser therapy; peak performance and sports injury treatment; and scar tissue treatment. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-13004) on May 31, 2022. In the petition signed by Dr. R'Kione Britton, president, the Debtor disclosed $226,317 in assets and $1,308,118 in liabilities. Judge Deborah J. Saltzman oversees the case. Steven E. Cowen, Esq., at S.E. Cowen Law is the Debtor's counsel. EASTSIDE DISTILLING: Unit Inks Asset Purchase Deal With Aprch ------------------------------------------------------------- Eastside Distilling, Inc.'s subsidiary, Craft Canning + Printing, has entered into an asset purchase agreement and a services agreement with Aprch Beverage Co, maker of wellness beverages. Craft Canning has acquired the production facility previously operated by Aprch Beverage Co. in Portland, Oregon and has contracted to be the exclusive provider of can printing and co-packing services to Aprch for products distributed by Aprch in Washington State or Oregon, including all of Aprch's CBD water flavors. Craft Canning has begun supplying both cans and services to Aprch since last week of May. Geoffrey Gwin, Eastside's chief executive officer, commented, "we are excited to enter into this long-term relationship with Aprch, which has experienced stunning success building their CBD and wellness water brands. This relationship launches Craft Canning into fixed co-packing CBD products with a world class client. The deal highlights the value of our digital printing technology and our end-to-end production capabilities serving the Pacific Northwest." Brett Wiley, Aprch co-founder, commented, "we are happy to be working with Craft Canning to provide our packaging needs and are excited to introduce a fully recyclable and sustainable can to our product lineup." About Eastside Distilling Headquartered in Portland, Oregon, Eastside Distilling, Inc. -- www.eastsidedistilling.com -- manufactures, acquires, blends, bottles, imports, exports, markets, and sells a wide variety of alcoholic beverages under recognized brands. Eastside Distilling reported a net loss of $2.19 million for the year ended Dec. 31, 2021, a net loss of $9.86 million for the year ended Dec. 31, 2020, a net loss of $16.91 million for the year ended Dec. 31, 2019, and a net loss of $9.05 million for the year ended Dec. 31, 2018. As of March 31, 2022, the Company had $34.41 million in total assets, $21.81 million in total liabilities, and $12.60 million in total stockholders' equity. Houston, Texas-based M&K CPAS, PLLC, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 30, 2022, citing that the Company suffered a net loss from operations and has an accumulated deficit, which raises substantial doubt about its ability to continue as a going concern. ECTOR COUNTY ENERGY: Wins Final Cash Collateral Access ------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware authorized Ector County Energy Center, LLC to use cash collateral on a final basis in accordance with the budget, with a 15% variance, and provide adequate protection to the prepetition secured lenders. Credit Suisse AG, Cayman Islands, as administrative agent and as collateral agent, holds an interest in the cash collateral on the collective behalf of the Prepetition Secured Lenders. ECEC is a party to (a) the Amended and Restated Credit and Guaranty Agreement, dated as of August 22, 2019, by and among Invenergy Thermal Operating I LLC, as borrower, the Debtor ECEC and certain of its non-debtor affiliates, as Subsidiary Guarantors, each of the banks and other financial institutions party thereto as Lenders, the financial institutions from time to time parties thereto as issuing banks in respect of Revolving Letters of Credit, and the Agent, and (b) the other "Loan Documents", pursuant to which the Prepetition Secured Lenders agreed to provide term loans and revolving loans to, and to issue and/or participate in Revolving Letters of Credit to and for the account of, ITOI. The Debtor stipulates that ECEC secured its obligations to the Prepetition Secured Lenders under the Credit Agreement through a separately executed Pledge and Security Agreement dated August 28, 2018. The Debtor stipulates that separately, the Prepetition Secured Lenders have security interests in ITOI, ECEC and the Subsidiary Guarantors' cash and cash equivalents generated from operation of the ITOI Projects. The Debtor stipulates ECEC's obligations to the Prepetition Secured Lenders as Subsidiary Guarantor are also secured by a deed of trust granted on ECEC's owned real estate assets and improvements and easement rights pertaining to the Power Plant property in Ector County, Texas, through a Deed of Trust, Security Agreement, Assignment of Leases and Rents, Financing Statement and Fixture Filing, as amended on August 22, 2019, recorded by the Agent with the Public Records Office of Ector County, Texas. The Debtor agrees, acknowledges and stipulates for itself and its estate that, under the Credit Agreement, as of the Petition Date: (i) the Term Lenders hold (x) valid, enforceable, contingent and liquidated guaranty claims against the Debtor for an aggregate amount of no less than $337,319,921 (the Term Lender Guaranty Claims), (y) a valid, enforceable and liquidated claim under the Credit Agreement against the Debtor for $75,000,000 (the Ector Prepayment Claim), and (z) other Obligations (as defined in the Credit Agreement, together with the Term Guaranty Claims and the Ector Prepayment Claim, and any additional interest, fees, costs and expenses; and (ii) the Revolving Lenders hold valid, enforceable, contingent and liquidated guaranty claims against the Debtor under the Credit Agreement in connection with issued and outstanding letters of credit, for an aggregate amount of no less than $64,553,598. The liens and security interests granted by the Debtor to secure its obligations under the Credit Agreement, the Guaranty and any other of the Loan Documents constitute valid, perfected, unavoidable and enforceable first priority liens and secured interests in all respects as to the Prepetition Collateral. The Debtors' authorization to use cash collateral will terminate on a date that is five business days following the Debtor's receipt from the Agent (acting at the direction of the Requisite Consenting Lenders) of a notice (which may be delivered via email by counsel, such notice, the Termination Event Notice) of the occurrence of one or more of the termination events, unless continued use of cash collateral is extended or authorized by an order of the Court. These events constitute a Termination Event: a. A material breach by the Debtor of the provisions of the Plan Support Agreement including, but not limited to, a failure to meet one or more of the Milestones set forth therein; b. The termination of the Plan Support Agreement by the Debtor or the Requisite Consenting Lenders (as defined in the Plan Support Agreement) in accordance with the terms thereof or the Plan Support Agreement otherwise ceases to be in full force and effect; c. (i) The failure of the Debtor to make any payment or reimbursement to the Agent or the Ad Hoc Group as and when such payment or reimbursement becomes due; or (ii) the Court's entry of an order avoiding, disgorging, or requiring repayment of any portion of any payment or reimbursement made by the Debtor to the Agent or the Ad Hoc Group, in each case, unless such fees are either voluntarily reduced by Agent or the Ad Hoc Group or disallowed by the Court; d. The failure of the Debtor to maintain the cash collateral in the same accounts in which all such cash and cash equivalents were held as of the Petition Date, except to the extent disbursed in accordance with the provisions of the Order, and except to the extent provided for in any other order entered by the Court, including any order allowing for the continued use of the Debtor's cash management system; e. The expenditure by the Debtor of cash collateral for purposes not set forth in the Budget or in amounts that exceed the Permitted Variance; f. An order is entered relating to the use of cash collateral or adequate protection to any party that is not acceptable in all respects to the Agent and Requisite Consenting Lenders; g. An order is entered (or the Debtor seeks an order) granting any party other than the Agent for the benefit of the Prepetition Secured Lenders, or any party other than the Agent for the benefit of the Prepetition Secured Lenders otherwise obtains, a lien on the Prepetition Collateral or the Adequate Protection Collateral, or otherwise having a claim against or recourse to, in each case except as arising under applicable state law, the Debtor, the Prepetition Collateral, or the Adequate Protection Collateral, in each case without the consent of the Requisite Consenting Lenders, that was not held by such party prior to the Petition Date and that is senior to or of equal priority with the liens held by, or granted therein to, the Agent for the benefit of the Prepetition Secured Lenders, with the exception of any relief granted in connection with any DIP Financing or as otherwise agreed to by the Requisite Consenting Lenders, in writing; h. (i) The Court grants any application by any party (other than the Prepetition Secured Parties) seeking allowance or payment of any claim on a superpriority administrative claim basis pari passu with, or senior to, the Adequate Protection Superpriority Claims other than as expressly permitted by the Final Order or any DIP Financing Order; or (ii) the filing by the Debtor of a motion seeking any such superpriority administrative claims other than as expressly permitted under the Final Order or any DIP Financing Order or as otherwise agreed to by the Requisite Consenting Lenders, in writing (which writing may be delivered via email by counsel; i. The Final Order ceases to be in full force and effect for any reason or an order is entered (or the Debtor seeks an order) reversing, amending, supplementing, staying, vacating or otherwise modifying this Final Order without the prior written consent of the Agent (acting at the direction of the Requisite Consenting Lenders); j. Subject to the terms of the order approving a sale of substantially all of the Debtor's assets as described in the Sale Motion, (i) any Adequate Protection Liens or Adequate Protection Superpriority Claims held by or granted to the Prepetition Secured Parties, as applicable, ceases to be valid, perfected and enforceable in all respects, or the Debtor asserts the invalidity, non-perfection or unenforceability of; or (ii) purports to revoke, terminate or rescind, any of the Adequate Protection Liens or the Adequate Protection Superpriority Claims; k. A filing by the Debtor of any motion, pleading, application or adversary proceeding challenging the validity, enforceability, perfection or priority of the liens securing the Prepetition Obligations or asserting any other cause of action against and/or with respect to the Prepetition Obligations, the Prepetition Collateral or any of the Prepetition Secured Parties (in their capacity as such) (or if the Debtor supports or fails to contest any such motion, pleading, application or adversary proceeding commenced by any third party); l. Subject to the terms of the Sale Order, any lien purported to be created under the Prepetition Loan Documents will cease to be a valid and perfected lien, with the priority set forth in the Final Order; and m. Relief from stay will have been granted in this Chapter 11 Case for the purpose of any creditor exercising post-default secured party rights, including, but not limited to, rights of foreclosure, upon any of the Prepetition Collateral; n. There will have occurred an Event of Default under any DIP Financing (as described in any motion seeking approval of DIP Financing); o. The Chapter 11 Case is dismissed or converted to a chapter 7 case, a chapter 11 trustee or an examiner with expanded powers pursuant to section 1106(b) is appointed in the Chapter 11 Case, the Court abstains from hearing the Chapter 11 Case, or the Debtor files a motion or other pleading with the Court seeking any of the foregoing relief; p. The Debtor will file a motion seeking, or the Court will enter, an order authorizing the sale of all or any portion of the Debtor's assets, or the Debtor will sell all or any portion of its assets outside the ordinary course of business, except as contemplated in the Sale Motion, unless such order or sale is consented to by the Requisite Consenting Lenders; q. An order will have been entered by the Court terminating, shortening, or otherwise modifying (except for extending the period for) the exclusive right of the Debtor to file a chapter 11 plan pursuant to section 1121 of the Bankruptcy Code without the prior written consent of the Requisite Consenting Lenders; r. The entry of an order in the Chapter 11 Case charging any of the Prepetition Collateral or Adequate Protection Collateral of the Prepetition Secured Parties under sections 506(c) or 552(b) of the Bankruptcy Code against any of the Prepetition Secured Parties under which any person takes action against such collateral or that becomes a final non-appealable order (or any order requiring any of the Prepetition Secured Parties to be subject to the equitable doctrine of "marshaling"); s. The commencement of litigation against the Prepetition Secured Lenders by the Debtor or any party in interest in the Chapter 11 Case, other than to enforce the terms of the Plan Support Agreement or this Final Order; or t. The Debtor fails to comply with any other provision of the Final Order. As adequate protection for the use of cash collateral, the Prepetition Secured Lenders are granted continuing, valid, binding and enforceable, fully perfected, non-avoidable additional and replacement security interest in and first priority and senior liens on, and security interests in, all of the Debtor's assets to the same extent, priority and enforceability held by the Agent for the benefit of the Prepetition Secured Lenders as of the Petition Date. The Adequate Protection Liens will be deemed legal, valid, binding, enforceable, and perfected liens, not subject to subordination, impairment, or avoidance, for all purposes in the Chapter 11 Case and any Successor Cases. The Prepetition Secured Parties are each granted an allowed senior administrative expense claim against the Debtor with priority over any and all administrative expenses against the Debtor of the kind specified in 503(b) and 507(b) of the Bankruptcy Code now existing or hereafter arising, in an amount equal to such Prepetition Secured Parties' claims for the Diminution in Value, payable from all Adequate Protection Collateral, each of which will be pari passu with the other; provided that the Superpriority Claims will be (x) subject only to the Carve-Out and (y) subordinate only to any DIP Lender's claim under any DIP Financing approved by the Court, as and to the extent provided in the Plan Support Agreement. The Carve-out consists of (i) all fees required to be paid to the Clerk of the Court and all statutory fees payable to the United States Trustee, pursuant to 28 U.S.C. section 1930(a)(6), plus interest at the statutory rate, (ii) all reasonable fees incurred by a trustee under section 726(b) of the Bankruptcy Code in an amount not to exceed $50,000, (iii) to the extent allowed at any time, whether by interim or final compensation order, procedural order or any other order of the Bankruptcy Court, all unpaid fees, costs, and expenses incurred or accrued by persons or firms retained by the Debtor pursuant to section 327 or 363 of the Bankruptcy Code and any Committee in the Chapter 11 Case pursuant to section 1103 of the Bankruptcy Code at any time before or on the first business day following a delivery by the Agent (acting of a Carve-Out Trigger Notice, whether allowed by the Court prior to or after delivery of a Carve Out Trigger Notice, plus (iv) Allowed Professional Fees of Professional Persons in an aggregate amount not to exceed $1 million plus the success fee (if earned) by Perella Weinberg Partners LP/Tudor Pickering Holt & Co in connection with the sale process, provided that except for the PWP Success Fee, no success, completion or similar fees will be payable from the Carve-Out, incurred after the first business day following delivery by the Agent of a Carve-Out Trigger Notice, to the extent allowed at any time, whether by interim or final compensation order, procedural order, or any other order of the Bankruptcy Court. A copy of the final order is available at https://bit.ly/3awPCxO from PacerMonitor.com. About Ector County Energy Center Ector County Energy Center, LLC owns and operates a 330 MW natural gas-fired power generating facility located in Ector County, Texas. Ector County Energy Center sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 22-10320) on April 11, 2022. In the petition signed by CRO John D. Baumgartner, the Debtor estimated assets between $50 million and $100 million and estimated liabilities between $500 million and $1 billion. Judge John T. Dorsey oversees the case. The Debtor tapped Holland & Knight, LLP as lead bankruptcy counsel; Polsinelli, PC as local counsel; Locke Lord, LLP and Crowell & Moring, LLP as special counsels; Perella Weinberg Partners, LP and Tudor, Pickering, Holt & Co. as investment bankers; and Grant Thornton, LLP as restructuring advisor. John Baumgartner, managing director at Grant Thornton, serves as the Debtor's chief restructuring officer. Donlin Recano & Company Inc. is the claims agent. EMPLOYBRIDGE HOLDING: Fitch Affirms 'B+' IDR, Outlook Stable ------------------------------------------------------------ Fitch Ratings has affirmed the Long-Term Issuer Default Rating (IDR) for EmployBridge Holding Company (EmployBridge) at 'B+'. The Rating Outlook remains at Stable. Fitch has also affirmed the senior secured term loan at 'BB-'/'RR3'. The ratings impact approximately $920 million of term-loan debt outstanding. KEY RATING DRIVERS End Market Concentration, Customer Diversification: Fitch considers EmployBridge's product concentration a limiting factor for the IDR. The company generates nearly all of its revenue from U.S. staffing solutions for the light industrial market (e.g., warehouses, distribution centers, e-commerce fulfilment centers and manufacturing facilities). There are tailwinds in these areas as demand continues to grow for e-commerce and U.S. manufacturing trends improve post COVID. However, the focus on these areas leaves it exposed to higher risk versus other more diversified services companies. Customer concentration positively impacts the IDR, as there is material diversification with no customer representing more than 3% of revenue. Fragmented Industry: EmployBridge has meaningful scale among staffing companies, with almost $4.0 billion in expected pro forma revenue, roughly 13,000 customers across various industries and more than 400,000 annual job placements. However, the $136 billion U.S. staffing industry is highly fragmented and competitive, which Fitch believes is reflected in the company's low- to mid-single digit percentage EBITDA margins. EmployBridge only competes in the industrial component of the market and is among the largest competitors but still has less than 15% market share. Industry Cyclicality: The highly cyclical nature of the staffing industry is a key credit consideration that limits the IDR. The company could experience material negative headwinds in a recession and/or during an industrial slowdown, given its meaningful exposure to industrial end markets. Peers in the staffing space experienced revenue declines as high as 30%-40% during 2008-2009. EmployBridge was much smaller during the 2008 recession but reported its revenue and adjusted EBITDA down 9% and 12%, respectively, during 2020. While the pandemic conditions impacted U.S. economic output and the company's financials during 2020, a more prolonged recession could have a more material impact. Low Margins: Fitch views the company's low margins as a constraining factor for the IDR. Fitch calculates EBITDA in the 3% to 4% range in recent years, but it shows some improvement in recent quarters. Margins are higher when measured by gross profit, which is also relevant to consider given the pass-through nature of the business model. Even by this measure both EBITDA and FCF margins are below those of certain peers Fitch reviews in the business services area. Moderate Leverage: Fitch calculates gross debt/EBITDA in the mid-5.0x range at YE 2021, but it should fall below 5.0x when the Hire Dynamics acquisition is included. Fitch projects it will be in the mid-4.0x to low-5.0x range in the coming years, which is manageable for the rating category given positive projected FCF. However, industry cyclicality and the largely transactional nature of the business imply higher risk versus other business services issuers Fitch rates. EmployBridge underwent a material merger with one of its competitors in 2015, and future M&A could impact leverage materially. Fitch also believes private equity ownership and potential capital returns over time will impact financial leverage in the future. Solid Liquidity: Fitch expects the company to continue to generate positive FCF in the coming years, which should limit liquidity risk over the medium-term horizon. Fitch estimates solid positive FCF over the next few years. Given the cyclical nature of the business model, cash flows would be negatively impacted during a prolonged downturn. However, the largely variable cost structure of the business would provide some buffer in a downside scenario. The company also has a sizeable asset-based loan facility that is undrawn, which further improves the company's liquidity position. DERIVATION SUMMARY Fitch's ratings and Outlook for EmployBridge are supported by the company's sizeable presence in the U.S. industrial staffing market and its asset-light business model that enables strong FCF flow-through from EBITDA. Fitch compares the company to a variety of high-yield business services issuers. Relative to other business services companies Fitch reviews, EmployBridge relies more heavily on transactional revenues and does not have a meaningful mix of contractual sales (although its business is generally stable during non-recessionary periods). Similar to other staffing companies, it operates a low margin business that increases risk during periods of macro weakness. While gross leverage projected in the 4.0x to 5.0x range is moderate for the rating category, industry cyclicality, low margins and small scale constrain the IDR to the 'B+' rating category versus other business services companies the agency rates. KEY ASSUMPTIONS -- Revenue continues to grow in single digits; -- EBITDA margins improve modestly in the next few years, helped by cost reduction initiatives and incremental flow-through from higher revenues; -- FCF generation remains positive over the horizon, supported by modest working capital needs, low capital intensity and tax credits; -- Gross leverage largely remains in the mid-4.0x to 5.0x range, with fluctuations tied to capital allocation priorities that could lean toward dividends or M&A over time. Recovery Assumptions: For entities rated 'B+' and below -- where default is closer and recovery prospects are more meaningful to investors -- Fitch undertakes a tailored, or bespoke, analysis of recovery upon default for each issuance. The resulting debt instrument rating includes a Recovery Rating (RR) or published 'RR' (graded from RR1 to RR6), and is notched from the IDR accordingly. In this analysis, there are three steps: (i) estimating the distressed enterprise value (EV); (ii) estimating creditor claims; and (iii) distribution of value. Fitch assumed EmployBridge would emerge from a default scenario under the going concern approach versus liquidation. Key assumptions used in the recovery analysis are as follows: -- Going Concern EBITDA of $168 million, or meaningfully below the company's current pro forma profitability. This meaningful pullback could be driven by macro issues, mis-execution and/or share loss; -- EV Multiple of 6.0x, which is validated by comparable trading multiples in the staffing industry (current and historical), M&A transactions in the space historically and reorganization multiples Fitch has seen historically; -- Fitch also assumes a majority draw at default on the company's ABL revolver. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Fitch-calculated gross leverage, or total debt with equity credit/EBITDA, sustained below 4.0x; -- (CFO-Capex)/total debt with equity credit sustained above 7.5%; -- Fitch could also reassess the rating with a material increase in EBITDA scale. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Fitch-calculated gross leverage, or total debt with equity credit/EBITDA, expected to be sustained above 5.0x; -- Sustained EBITDA margin pressure to 3% or below could also lead to a negative rating action. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE Solid Liquidity: EmployBridge is well positioned from a liquidity perspective, with cash on its balance sheet, a sizeable ABL revolver in place following its acquisition by Apollo, and positive FCF projected in the coming years. The company has a sufficient cash balance for operations, and has a $360 million ABL revolver in place. The company generated positive FCF in 2020 and Fitch forecasts could generate strong positive FCF from 2022-2024, which further supports liquidity. Debt Structure: The company has a relatively simple debt capital structure, with a $925 million term loan and a $360 million ABL revolving facility (undrawn). The ABL facility expires in 2026 and the term loan matures in 2028. All of the company's debt is floating rate. ISSUER PROFILE EmployBridge is one of the largest flexible workforce providers in the U.S., with a focus on light industrial, supply chain jobs including skilled manufacturing, forklift operators, pickers and material handlers, assemblers, technicians and other manufacturing and logistics type roles. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of 3 - ESG issues are credit neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. DEBT RATING RECOVERY PRIOR ---- ------ -------- ----- EmployBridge Holding Co LT IDR B+ Affirmed B+ senior secured LT BB- Affirmed RR3 BB- EYP GROUP HOLDINGS: Committee Taps Argus as Financial Advisor ------------------------------------------------------------- The official committee of unsecured creditors of EYP Group Holdings, Inc. and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Argus Management Corporation as financial advisor. The firm's services include: a. reviewing and assessing the Debtors' proposed bid procedures and bid protections; b. reviewing of financial-related disclosures including schedules of assets and liabilities, statement of financial affairs, and monthly operating reports; c. reviewing other financial information prepared by the Debtors, including, but not limited to, cash flow projections and budgets, business plans, cash receipts and disbursement analysis, asset and liability analysis, and the economic analysis of proposed transactions for which court approval is sought; d. reviewing and monitoring the asset sale process, including, but not limited to, an assessment of the adequacy of the marketing process and completeness of any buyer lists; e. analyzing the stalking horse bid and any additional bids, and providing an opinion on the value of non-cash components; f. attending meetings and assisting in discussions with the Debtors, the Office of the U.S. Trustee and other parties, as requested; g. conferring with the committee and its advisors regarding the Debtors' Chapter 11 cases; h. reviewing and assessing valuation issues, including EBITDA and working capital calculations; and i. performing other professional services requested by the committee and agreed to by the firm. The hourly rates charged by the firm for its services are as follows: Thomas Doherty $550 per hour Lawton Bloom $550 per hour Staff $195 to $425 per hour In addition, the firm will seek reimbursement for its out-of-pocket expenses. Lawton Bloom, a senior managing director at Argus, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Lawton Bloom Argus Management Corporation 2 Rosenfeld Drive, Suite F Hopedale, MA 01747 Tel: (508) 381-1902/(212) 686-1593 Email: lbloom@arguscorp.net About EYP Group Holdings EYP Group Holdings, Inc. is an integrated design firm specializing in higher education, healthcare, government and science and technology. EYP Group Holdings and affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 22-10367) on April 24, 2022. In the petition filed by Kefalari Mason, as authorized officer, EYP Group Holdings estimated assets between $50 million and $100 million and liabilities between $100 million and $500 million. The cases are assigned to Judge Mary F. Walrath. The Debtors tapped DLA Piper LLP (US) as bankruptcy counsel; Hollingsworth LLP as special counsel; Carl Marks Advisory Group, LLC as investment banker, and Alex Roque of Berkeley Research Group, LLC as interim chief financial officer. Epiq Corporate Restructuring, LLC is the claims and noticing agent and administrative advisor. Ault Alliance, Inc., the DIP lender, is represented by Mintz Levin Cohn Ferris Glovsky and Popeo, P.C. and Morris Nichols Arsht & Tunnell, LLP. The U.S. Trustee for Regions 3 and 9 appointed an official committee of unsecured creditors on May 4, 2022. The committee tapped Bernstein Shur Sawyer & Nelson, P.A. as bankruptcy counsel, Dilworth Paxson LLP as Delaware counsel, and Argus Management Corporation as financial advisor. EYP GROUP HOLDINGS: Committee Taps Dilworth as Delaware Counsel --------------------------------------------------------------- The official committee of unsecured creditors of EYP Group Holdings, Inc. and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Dilworth Paxson, LLP as Delaware counsel. The firm's services include: a. providing legal advice regarding local rules, practices, and procedures and providing substantive and strategic advice on how to accomplish committee goals; b. drafting, reviewing and commenting on drafts of documents to ensure compliance with local rules, practices and procedures; c. drafting, filing and serving documents as requested by the committee or its lead counsel, Bernstein Shur Sawyer & Nelson, P.A.; d. preparing certificates of no objection, certifications of counsel, and notices of fee applications; e. preparing binders of documents and pleadings, and printing documents for hearings; f. appearing in court and at any meetings of creditors on behalf of the committee; g. monitoring the docket for filings and coordinating with Bernstein on pending matters that may need responses; h. participating in calls with the committee to the extent required; i. providing additional administrative support to Bernstein and the committee, as requested; and j. taking on any additional tasks or projects the committee may assign. The hourly rates charged by the firm for its services are as follows: Partners $475 to $710 per hour Associates $320 to $405 per hour Paraprofessionals $245 per hour In addition, the firm will seek reimbursement for its out-of-pocket expenses. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Dilworth provided the following in response to the request for additional information: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: Yes. Martin J. Weis, Esq., a partner at Dilworth, will charge at a reduced hourly rate of $675. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Response: Not applicable. Question: Has your client approved your prospective budget and staffing plan, and, if so for what budget period? Response: The firm expects to develop a budget and staffing plan to reasonably comply with the U.S. trustee's request for information and additional disclosures, as to which Dilworth reserves all rights. The committee has approved the firm's proposed hourly billing rates. Mr. Weis disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Martin J. Weis, Esq. 704 N. King St., Suite 500 P.O. Box 1031 Wilmington, DE 19899-1031 Direct: (302) 571-9800 Office: (302) 571-9800 Fax: (302) 351-8733/(302) 351-8735 Email: mweis@dilworthlaw.com About EYP Group Holdings EYP Group Holdings, Inc. is an integrated design firm specializing in higher education, healthcare, government and science and technology. EYP Group Holdings and affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 22-10367) on April 24, 2022. In the petition filed by Kefalari Mason, as authorized officer, EYP Group Holdings estimated assets between $50 million and $100 million and liabilities between $100 million and $500 million. The cases are assigned to Judge Mary F. Walrath. The Debtors tapped DLA Piper LLP (US) as bankruptcy counsel; Hollingsworth LLP as special counsel; Carl Marks Advisory Group, LLC as investment banker, and Alex Roque of Berkeley Research Group, LLC as interim chief financial officer. Epiq Corporate Restructuring, LLC is the claims and noticing agent and administrative advisor. Ault Alliance, Inc., the DIP lender, is represented by Mintz Levin Cohn Ferris Glovsky and Popeo, P.C. and Morris Nichols Arsht & Tunnell, LLP. The U.S. Trustee for Regions 3 and 9 appointed an official committee of unsecured creditors on May 4, 2022. The committee tapped Bernstein Shur Sawyer & Nelson, P.A. as bankruptcy counsel, Dilworth Paxson LLP as Delaware counsel, and Argus Management Corporation as financial advisor. FAIRPORT BAPTIST: UST Appoints Eric M. Huebscher as PCO ------------------------------------------------------- William K. Harrington, United States Trustee for Region 2, appointed Eric M. Huebscher as Patient Care Ombudsman for Fairport Baptist Homes and its affiliates. The appointment was made pursuant to the order from the U.S. Bankruptcy Court for the Western District of New York, dated June 3, 2022, directing the U.S. Trustee to name a PCO for the Debtor. The Patient Care Ombudsman is permitted expressly to use the staff of Huebscher & Co. to assist him in the performance of his duties and responsibilities, save and except for his reporting obligations as set forth in Section 333(b)(2) of the Bankruptcy Code. A copy of the notice is available for free at https://bit.ly/3O4gt2I from PacerMonitor.com. Eric M. Huebscher can be reached at: Eric M. Huebscher, Huebscher & Co 301 East 87th Street New York, NY 10018 Tel: 646-584-3141 (Office) 917-763-3891 (Mobile) Fax: 212-202-3503 E-mail: ehuebscher@huebscherconsulting.com About Fairport Baptist Homes Fairport Baptist Homes and its affiliates, Fairport Baptist Homes Adult Care Facility, Inc., FBH Community Ministries and FBH Distinctive Living Communities, Inc., operate skilled nursing care facilities. Fairport Baptist Homes owns a New York-licensed 142-bed residential health care facility at the FBH campus in Fairport, N.Y., and 42 independent living units known as Deland Acres. On May 6, 2022, Fairport Baptist Homes and its affiliates sought Chapter 11 bankruptcy protection (Bankr. W.D.N.Y. Lead Case No. 22-20220). In the petition filed by Fairport President Thomas H. Poelma, Fairport Baptist Homes listed $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Debtors tapped John A. Mueller, Esq., at Lippes Mathias, LLP as legal counsel and Epiq Corporate Restructuring, LLC as claims and noticing agent. FLY LEASING: S&P Lowers Issuer Credit Rating to 'B', Outlook Neg. ----------------------------------------------------------------- S&P Global Ratings lowered its issuer rating on Fly Leasing Ltd. to 'B' from 'BB-'. The outlook is negative. S&P also revised the financial policy assessment to FS-6 from FS-5. S&P said, "Additionally, we lowered our issue-level ratings on Fly Funding II S.a.r.l's and Fly Willow Funding Ltd.'s term loans to 'BB-' from 'BB+', in line with the lower issuer rating (recovery rating unchanged at '1'). We also lowered the rating on the company's $390.5 million senior unsecured notes due in 2024 to 'B-' from 'BB-'. This reflects a recovery rating of '5' (10%-30%; rounded estimate: 15%), revised from '4' based on the updated capital structure, including the ABS transaction. "Like other aircraft lessors, we expect Fly's credit metrics to be somewhat constrained over the next year due to the loss of earnings and impairment charges taken in the first quarter of 2022 on aircraft leased to Russian airlines. Fly reported a significant loss in the first quarter due to impairment charges of $126.7 million (representing about 5% of total assets by net book value) taken on the aircraft confiscated by Russia. We understand there are several layers of insurance protection against potential loss due to confiscation or similar situations that make it impossible to repossess a plane. However, we believe these claims could be subject to lengthy negotiations and litigation, with potential insurance recoveries of some or all later. Therefore, we expect Fly's revenues and earnings through 2023 to be hurt by lost revenues associated with the aircraft stranded in Russia. Fly's exposure to Russia is comparable to that of most of other rated aircraft lessors. "We now view Carlyle's (which acquired Fly in August 2021) financial policy as somewhat more aggressive than we previously anticipated. In November 2021, Carlyle completed an ABS transaction with 34 aircraft, raising over $800 million in Series A, B, and C notes. Of this, about $750 million in debt and 29 aircraft were to be held at Fly, with the remaining held outside. Through the quarter ended March 31, 2022, Fly has paid about $116 million in advances to the ultimate parent. We believe these were paid primarily through excess proceeds from the ABS issuance (remaining after paying down outstanding debt against the assets being transferred into the ABS pool). The transaction added higher debt against Fly's assets given it was completed at an overall loan-to-value (LTV) of 99%, which is higher than historically (Fly's secured debt typically had LTVs closer to 70%). "We view these outflows as equivalent to shareholder returns and therefore view this as a dividend payment in our forecast. Given the higher debt, impairments, and the recent shareholder returns, we expect debt to equity to remain well above the 3x area that Carlyle had planned. Therefore, we revised our financial policy assessment to FS-6. "After a weak 2021, we expect credit metrics to remain somewhat affected through 2023, despite improving operating performance as global air travel demand continues to recover. Fly's credit metrics in 2021 were affected by impairment charges ($92 million for the year) and bad debt expenses. This was largely related to the COVID-19 pandemic impact on its large airline customers. Fly's performance was weaker than most other lessors' given its higher customer concentration and exposure to regions more affected by pandemic-related lockdowns. Additionally, credit metrics were also constrained by the higher debt associated with the ABS transaction and higher costs associated with Carlyle's acquisition and setting up the ABS structure. "We expect the company's operating performance to improve through 2023, supported by a recovery in global air travel demand. Demand for short-haul domestic traffic focused on leisure travelers has recovered strongly over the past few quarters as the pandemic impact on global air travel has been gradually decreasing. As a result, demand and lease rates for narrowbody aircraft, which Fly's fleet predominantly comprises, has been recovering sooner than that for widebody aircraft. This is because they are used mostly on international routes (where recovery remains affected by international travel restrictions imposed by different countries). On the other hand, we expect somewhat lower lease yields, at least over the next few years, due to leases negotiated at lower rates during the downturn and lease restructurings and extensions at lower rates. "However, despite improving operating performance, we expect Fly's credit metrics to remain somewhat weak through 2023 due to the higher debt, lower equity, and impact of lost revenues from Russia. We forecast EBIT interest coverage of about 1x in 2022 (compared with 0.5x in 2021), improving to the low-1x area in 2023. We forecast funds from operations (FFO) to debt in the mid-single-digit percent area through 2023 (compared to the low-single-digit percent area in 2021), while debt to capital weakens to the 80%-90% area through 2023, from the high-70% area in 2021." The company has sizable debt obligations coming up in 2023.Despite the recent outflow of advances to the parent, as of March 31, 2022, Fly had $129.7 million cash due to proceeds received from the recent sale of some assets. However, Fly has over $400 million in secured debt repayments coming due in 2023, including the Fly Aladdin Acquisition facility that matures in June 2023 ($200 million outstanding as of March). Therefore, S&P revised its liquidity assessment of Fly to less than adequate from adequate, given the lack of committed sources of capital as a source of liquidity (Fly doesn't have a revolving credit facility). Carlyle Aviation has historically accessed the aircraft ABS market to meet its financing needs. S&P expects Carlyle to be able to refinance or secure an extension on the debt, given its prior track record. However, given the current macroeconomic conditions, terms, pricing, and timing of any potential transaction remains uncertain. S&P said, "Despite improving global air travel demand, we expect Fly's credit metrics to remain somewhat impeded through 2023 due to the higher debt, recent impairment charges, and loss of revenues from aircraft on lease to Russian airlines. We expect EBIT interest coverage of about 1x in 2022, improving to the low-1x area in 2023. We forecast FFO to debt in the mid-single-digit percent area through 2023, while debt to capital weakens to the 80%-90% area through 2023, from the high-70% area in 2021. "We could lower our ratings on Fly if we expect its EBIT interest coverage to remain well below 1x and FFO to debt to be in the low-single-digit percent area on a sustained basis, or we reassess the company's liquidity position as weak." This could happen if: -- The company is unable to refinance or extend the Fly Aladdin facility that matures in June 2023 under favorable terms; -- Carlyle's financial policies are more aggressive than S&P expects; -- Weakness in demand for air travel has a more sustained impact on the company's financial performance and liquidity over the next year; or -- S&P anticipates the size of Fly's fleet (or other fleet characteristics) will significantly decline such that it weakens our assessment of the company's business risk. S&P could revise the outlook to stable if: -- The company's operating performance improves and/or the company pays down debt such that S&P expected EBIT interest coverage to remain above 1x and FFO to debt to remain in the 6% area on a sustained basis; -- S&P expects it to refinance its upcoming maturities such that its liquidity remains comfortably adequate; and -- The sponsor commits to maintaining these ratios. GAMESTOP CORP: All Five Proposals Passed at Annual Meeting ---------------------------------------------------------- GameStop Corp. held its Annual Meeting of Stockholders on June 2, 2022, at which the stockholders: (1) elected Matthew Furlong, Alain (Alan) Attal, Lawrence (Larry) Cheng, Ryan Cohen, James (Jim) Grube, and Yang Xu as directors; (2) approved the Company's 2022 Incentive Plan; (3) approved, on an advisory, non-binding basis, the compensation of the named executive officers of the Company; (4) approved the ratification of the Audit Committee's appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the Company's fiscal year ending Jan. 28, 2023; and (5) approved an amendment to the Company's Third Amended and Restated Certificate of Incorporation to increase the number of authorized shares of the Company's Class A Common Stock to 1,000,000,000. About GameStop Grapevine, Texas-based GameStop Corp. is a specialty retailer offering games and entertainment products through its E-Commerce properties and thousands of stores. GameStop reported a net loss of $381.3 million in 2021, a net loss of $215.3 million in 2020, a net loss of $470.9 million in 2019, and a net loss of $673 million in 2018. As of Jan. 29, 2022, the Company had $3.49 billion in total assets, $1.89 billion in total liabilities, and $1.6 billion in total stockholders' equity. GLOBAL ALLIANCE: Hearing Today on Continued Cash Collateral Use --------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California authorized Global Alliance Distributors, Inc. to use cash collateral on an interim basis for the period beginning on June 3 and ending on June 10, to pay actual and immediately payable expenses essential for the continued operations of the Debtor, identified in and up to the amounts listed in the budget, up to a total amount of $158,268 per week as set forth in the Budget. A further continued hearing on the matter is scheduled for June 9 at 11:30 a.m. Objections are due June 8. The Debtor is not authorized to use cash collateral during the Third Interim Period to pay the three monthly auto finance payments listed in the Budget that total $1,812 a month. As adequate protection, all secured parties are granted replacement liens upon all post-petition assets of the bankruptcy estate, to the same extent, validity and priority of the secured parties' pre-petition liens and security interests in the Debtor's assets. The replacement liens are deemed duly perfected and recorded under all applicable laws without the need for any notice or filings. The grant of replacement liens does not limit the right of creditors to seek additional adequate protection of their interests and will not be deemed a determination by the court of the sufficiency of adequate protection provided to creditors. A copy of the order is available at https://bit.ly/39foVx7 from PacerMonitor.com. About Global Alliance Distributors Founded in 2010, Global Alliance Distributors Inc. operates a distribution center that distributes primarily Latino books and magazines to approximately 250 supermarkets throughout California, Nevada, Arizona and Florida. It also distributes seasonal items, including, but not limited to, school supplies, sporting goods and equipment, snacks and candies. The Company also operates a logistic business that provides cargo deliveries using independent contractors. Its logistical clients are two major distribution companies, A&C, which is currently the largest international magazine distributor in the world, and Sally Beauty Supplies, a national cosmetics manufacturer. Global Alliance Distributors Inc. sought Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 22-12552) on May 5, 2022. In the petition filed by Alberto Fabara, as CEO, Global Alliance estimated assets between $500,000 and $1 million and estimated liabilities between $1 million and $10 million. The case is handled by Honorable Bankruptcy Judge Deborah J. Saltzman. Sheila Esmaili, of Law Offices of Sheila Esmaili, is the Debtor's counsel. According to court documents, Global Alliance Distributors estimates between 1 and 49 unsecured creditors. The petition states that funds will be available to unsecured creditors. GROWLIFE INC: President Dave Dohrmann to Assume CEO Position ------------------------------------------------------------ Dave Dohrmann, GrowLife, Inc. president of GrowLife, Inc., will assume the role of chief executive officer of the Company. The change is set to become effective on July 1, 2022, following the departure of CEO Marco Hegyi. Dohrmann will also be replacing Marco Hegyi on the GrowLife board of directors. Mr. Dohrmann has served as the Company president since December 2021 and has since been focused on strategic planning for the further development of GrowLife, including its market expansion into the burgeoning mushroom category. Dohrmann's pedigree includes extensive time in the venture capital industry where he worked to develop and expand small and mid-cap companies. Dohrmann will leverage his experience in executive management, corporate development and venture capital, in order to expand GrowLife's business and build shareholder value. "I could not be more excited to assume this new role with GrowLife," said newly appointed CEO Dave Dohrmann. "I want to extend my gratitude to Marco Hegyi on behalf of our company for his years of dedication to this organization. Marco has been extremely accommodating these past six months in allowing me to chart a new direction for the Company and I appreciate all the support and confidence he has shown me. As we look to the future, I am extremely confident in the opportunity we have in the mushroom space and have been working on some very exciting partnerships and transactions that I believe will take Grow Life to new levels. I hope to share more in the coming weeks as I take on this new role." "After almost nine years with GrowLife, I will be stepping aside at the end of June so Dave can take GrowLife to new and greater places," said Marco Hegyi, departing CEO of GrowLife. "I came here for three years in 2013 and stayed for eight. I believe innovation is necessary for business growth, and believe Dave brings the creativity and leadership skills needed to lead GrowLife to a new level of success. My thanks to the over 90,000 shareholders who have supported me through the years. I could not be more confident that Dave is the right person for this role and feel that now is the right time for change. Wishing him and the entire organization all the best as it moves into new and exciting markets." Mr. Dohrmann receives annual compensation of $200,000 for all employment positions with the Company. About GrowLife GrowLife, Inc. (PHOT)-- http://www.shopgrowlife.com-- focuses on functional mushroom business opportunities. The Company sees a growing market, intends to service its existing distribution channel and will build on opportunities in the medicinal mushroom industry. GrowLife reported a net loss of $5.47 million for the year ended Dec. 31, 2021, compared to a net loss of $6.38 million for the year ended Dec. 31, 2020. As of March 31, 2022, the Company had $3.56 million in total assets, $9.16 million in total current liabilities, $243,929 in total long- term liabilities, and a total stockholders' deficit of $5.85 million. Irvine, Calif.-based Macias Gini & O'Connell LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated May 16, 2022, citing that the Company has suffered recurring losses from operations, incurred negative cash flows from operating activities, and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. GUARACHI WINE: Seeks to Hire Levene as Bankruptcy Counsel --------------------------------------------------------- Guarachi Wine Partners Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Levene Neale Bender Yoo & Golubchik, LLP to serve as legal counsel in its Chapter 11 case. The firm's services include: a. advising the Debtor regarding the requirements of the bankruptcy court, Bankruptcy Code, Bankruptcy Rules and the Office of the U.S. Trustee as they pertain to the Debtor, and interacting with and cooperating with the Subchapter V trustee; b. advising the Debtor regarding certain rights and remedies of its bankruptcy estate and the rights, claims and interests of creditors; c. representing the Debtor in any proceeding or hearing in the bankruptcy court involving its estate unless the Debtor is represented in such proceeding or hearing by a special counsel; d. conducting examinations of witnesses, claimants or adverse parties and representing the Debtor in any adversary proceeding except to the extent that any such adversary proceeding is in an area outside of the firm's expertise or which is beyond the firm's staffing capabilities; e. preparing legal papers; f. assisting the Debtor in seeking court approval to obtain debtor-in-possession financing and use cash collateral; g. assisting the Debtor in any asset sale process; h. assisting the Debtor in the negotiation, formulation, preparation and confirmation of a plan of reorganization; and i. performing other necessary legal services for the Debtor. The hourly rates charged by the firm for its services are as follows: Attorneys $350 to $620 per hour Paraprofessionals $W250 per hour In addition, the firm will seek reimbursement for its out-of-pocket expenses. Levene received the sum of $41,738 prior to the Debtor's Chapter 11 filing. Ron Bender, Esq., a managing partner at Levene, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Ron Bender, Esq. Todd M. Arnold, Esq. Levene Neale Bender Yoo & Golubchik L.L.P. 2818 La Cienega Avenue Los Angeles, CA 90034 Tel: (310) 229-1234 Fax: (310) 229-1244 Email: rb@lnbyg.com tma@lnbyg.com About Guarachi Wine Partners Los Angeles-based Guarachi Wine Partners Inc. -- http://www.guarachiwinepartners.com/-- is a producer, importer and supplier of wines. It was founded by Alex Guarachi and was formally incorporated in January 1988, with Mr. Guarachi as its sole shareholder. The company has been in business since 1985. Guarachi Wine Partners filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-10545) on May 4, 2022, listing as much as $10 million in both assets and liabilities. Moriah Douglas Flahaut serves as Subchapter V trustee. Judge Victoria S. Kaufman oversees the case. Ron Bender, Esq., at Levene, Neale, Bender, Yoo and Golubchick, LLP is the Debtor's legal counsel. GWG HOLDINGS: Court OKs Cash Collateral Access on Interim Basis --------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, authorized GWG Holdings, Inc. and its debtor-affiliates to, among other things, use cash collateral on an interim basis and obtain postpetition financing in accordance with the Debtors' stipulation with National Founders LP, the DIP Lender. The parties agreed to reset the final hearing on the DIP Motion to June 23, 2022, at 2 p.m. and the objection deadline to June 16 at 4 p.m. The parties also agreed that the last sentence of Paragraph 47 of the Interim DIP Order is amended as follows: "Any party in interest objecting to the entry of the proposed Final Order shall file written objections with the Clerk of the United States Bankruptcy Court for the Southern District of Texas on or before June 16, 2022 at 4:00 p.m. (prevailing Central Time)." The Court said no other provisions of the First Stipulation and Agreed Order or the Interim DIP Order will be amended or modified, and the Interim DIP Order will remain in full force and effect. The Debtors are authorized to take all actions necessary to effectuate the relief granted in the Stipulation and Agreed Order. A copy of the order is available at https://bit.ly/3Q4KtNB from PacerMonitor.com. About GWG Holdings Inc. Headquartered in Dallas Texas, GWG Holdings, Inc. (NASDAQ: GWGH), conducts its life insurance secondary market business through a wholly-owned subsidiary, GWG Life, LLC and GWG Life's wholly-owned subsidiaries. GWG Holdings Inc. and affiliates sought Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Case No. 22-90032) on April 20, 2022. In the petition filed by Murray Holland, as president and chief executive officer, GWG Holdings estimated assets between $1 billion and $10 billion and estimated liabilities between $1 billion and $10 billion. The case is assigned to Honorable Bankruptcy Judge Marvin Isgur. Charles Stephen Kelley, Esq., at Mayer Brown LLP, is the Debtor's counsel. National Founders LP, as DIP Lender, is represented by Sidley Austin LLP. HAMON HOLDINGS: Gets OK to Hire Duane Morris as Legal Counsel ------------------------------------------------------------- Hamon Holdings Corporation and its affiliates received approval from the U.S. Bankruptcy Court for the District of Delaware to employ Duane Morris, LLP as its legal counsel. The firm's services include: a. advising the Debtors with respect to their powers and duties in the continued operation of their business; b. advising the Debtors on general bankruptcy matters; c. preparing legal papers; d. representing the Debtors at all critical hearings; e. prosecuting and defending litigated matters that may arise during the pendency of the Debtors' Chapter 11 cases; f. negotiating transactions and preparing any necessary documentation related thereto; g. representing the Debtors in matters relating to the assumption or rejection of executory contracts and unexpired leases; h. advising the Debtors on general corporate securities, real estate, litigation, environmental, labor, regulatory, tax, healthcare, and other legal matters which may arise during the pendency of the cases; and i. performing all other necessary legal services for the Debtors. The hourly rates charged by the firm for its services are as follows: Partners $430 to $1,370 per hour Associates $285 to $870 per hour Paralegals and Assistants $210 to $520 per hour In addition, the firm will seek reimbursement for its out-of-pocket expenses. Jarret Hitchings, Esq., a partner at Duane Morris, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jarret P. Hitchings, Esq. Christopher M. Winter, Esq. Duane Morris, LLP 1201 North Market Street Suite 501 Wilmington, DE 19801 Tel: (302) 657-4900 Fax: (302) 657-4901 Email: JPHitchings@duanemorris.com cmwinter@duanemorris.com About Hamon Holdings Corporation Hamon Holdings Corp., a Delaware-based engineering and contracting company, and its affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 22-10375) on April 24, 2022. In the petition filed by Joseph DeMartino, vice-president, Hamon Holdings listed up to $50,000 in assets and up to $50,000 in liabilities. Judge John T. Dorsey oversees the cases. Jarret P. Hitchings, Esq., at Duane Morris, LLP and Gellert Scali Busenkell & Brown, LLC serve as the Debtors' bankruptcy counsel and conflicts counsel, respectively. HEALTHCARE SOLUTIONS: Incurs $2.8M Net Loss in FY Ended Sept. 30 ---------------------------------------------------------------- Healthcare Solutions Management Group, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $2.79 million on $9.25 million of total revenue for the year ended Sept. 30, 2021, compared to a net loss of $3.03 million on $3.52 million of total revenue for the year ended Sept. 30, 2020. As of Sept. 30, 2021, the Company had $93.13 million in total assets, $14.47 million in total liabilities, and $78.65 million in total stockholders' equity. Lakewood, Colo.-based BF Borgers CPA PC, the Company's auditor since 2020, issued a "going concern" qualification in its report dated June 3, 2022, citing that the Company's minimal activities raise substantial doubt about its ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1418115/000147793222004099/hsmg_10k.htm About Healthcare Solutions Headquartered in Glen Cove NY, Healthcare Solutions Management Group, Inc., operates through its wholly owned subsidiary Healthcare Solutions Holdings, Inc. HSH is an integrated healthcare company that provides vital services and care for patients over the course of their lifetime. HSH was organized with the goal of becoming an advanced, national healthcare system in the United States, providing clinicians with state-of-the-art diagnostic and therapeutic tools, and providing patients with greater access to a higher level of care in local communities that the Company believes has historically been underserved by the medical industry. HERITAGE FUNERAL HOME: Files Chapter 11 Subchapter V Case --------------------------------------------------------- Heritage Funeral Home & Cremation Services sought Chapter 11 protection in the Western District of Oklahoma. The Debtor filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code. The Debtor disclosed only $37,300 in assets against $344,157 in liabilities in its formal schedules. The business generated $681,200 in gross revenue in calendar year 2021. For the period Jan. 1 through June 1, 2022, the business generated $163,000 of revenue. According to court filings, Heritage Funeral Home & Cremation Services estimates between 1 and 49 unsecured creditors. The petition states funds will not be available to unsecured creditors. About Heritage Funeral Home Heritage Funeral Home & Cremation Services is a company that offers funeral, cremation and memorial services. Heritage Funeral Home & Cremation Services filed a petition for relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Okla. Case No. 22-11173) on June 1, 2022. In the petition filed by Christopher J. Harrison, Sr., as managing partner, the Debtor disclosed assets up to $50,000 and estimated liabilities between $100,000 and $500,000. Christopher Wood, of Christopher A. Wood & Associates, P.C., is the Debtor's counsel. HOME PRODUCTS: Wins Interim Cash Collateral Access -------------------------------------------------- Home Products International, Inc. and Home Products International-North America, Inc. asked the U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, for authority to use cash collateral in accordance with the proposed budget through July 1, 2022 and provide adequate protection to Eclipse Business Capital LLC (f/k/a Encina Business Credit, LLC) as agent. The use of cash collateral is essential to the Debtors' continued ability to operate, maintain the value of its assets until consummation of a liquidating plan. The Debtors' immediate access to cash collateral is necessary to preserve and maximize the value for the benefit of all parties in interest. As set forth in the First Day Declaration, Debtor HPI-NA as Borrower, Debtor HPI, as Loan Party Obligor, Eclipse Business and the other lenders that are parties thereto, entered into the Prepetition Loan and Security Agreement, dated as of February 28, 2019, pursuant to which, Agent made certain revolving and term loans to the Debtors, in exchange for a first lien on and security interest in and against all assets of the Debtors, including all real estate and personal property, now or hereafter acquired, and the proceeds thereof. The initial loans and advances made under the Prepetition Documents were used by HPI-NA to refinance then-outstanding obligations and liabilities under an existing credit agreement with BMO Harris Bank N.A., and the other lenders thereto. Per the Third Forbearance Agreement between the Debtors and the Agent, the Debtors acknowledged that as of March 1, 2022, Debtor HPI-NA, as Borrower, was indebted to Agent in respect of (a) outstanding Revolving Loans in the principal amount of $18,459,073, (b) outstanding M&E Term Loans in the principal amount of $2,408,914, and (c) outstanding Real Estate Term Loans in the principal amount of $1,451,250. As of the Petition Date, the total outstanding obligations owed by HPI-NA, as borrower, and HPI, as obligor, to the First Lien Agent under the Prepetition Documents is $16,696,061, broken down as follows: (a) outstanding Revolving Loans in the principal amount of $13,031,059, (b) outstanding M&E Term Loans in the principal amount of $2,264,377, and (c) outstanding Real Estate Term Loans in the principal amount of $1,400,625. The Debtors also have a junior loan facility pursuant to which HPI is borrower, and the obligations thereunder are guaranteed by HPI-NA. HPI granted to the lenders to the Second Lien Loan a lien on and security interest in and against all assets of HPI, including all real estate and personal property, now or hereafter acquired, and the proceeds thereof. As of the Petition Date, the total outstanding obligations owed by HPI, as borrower, and HPI-NA, as guarantor, to the Second Lien Lenders under the Second Lien Loan are (i) $20 million in principal due on December 20, 2022, and (ii) $1,562,821 in unpaid interest that is due and owing. The Debtors intend to operate for a short period to fulfill standing orders, and then wind down the business and effectuate a sale of assets in Chicago and Indiana solely on the use of the existing cash collateral. The Agent will be entitled to receive as adequate protection, effective as of the Petition Date, the following: 1. valid and automatically perfected first-priority replacement liens and security interests in and on all real and personal property of the Debtors' bankruptcy estates, including cash collateral, which will secure any diminution in value of the Agent's interests in the Collateral and the Debtors' use of cash collateral; 2. an allowed administrative expense claim under Bankruptcy Code section 507(b), with priority in payment over other administrative costs and expenses of the Chapter 11 Cases, but subject to the Carve Out; 3. ability to apply cash collateral to the Prepetition Debt, subject to the Investigation Period; 4. the Debtors' waiver of Bankruptcy Code section 506(c) and 552(b) claims; 5. the Debtor will provide to the Agent, (1) a weekly report that compares actual collections, sales and expenditures to those set forth in the Budget for the previous week ended Friday, and (2) a report showing all postpetition accrued accounts payable as of the close of business on such previous Friday. A copy of the of the motion is available at https://bit.ly/3tfiSj0 from PacerMonitor.com. * * * At the Debtors' behest, the Court held a hearing to consider the Debtor's motion to use cash collateral. At the hearing, the Court granted the Debtor's Motion on an interim basis in accordance with the budget. The Court will hold a final hearing on the matter on June 27 at 1 p.m. A copy of the order is available at https://bit.ly/3O2KvE5 from PacerMonitor.com. About Home Products International, Inc. Home Products International, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-06276) on June 2, 2022. In the petition signed by James Auker, chief financial officer, the Debtor disclosed up to $50,000 in assets and up to $50 million in liabilities. Edward J. Green, Esq., at Foley and Lardner LLP is the Debtor's counsel. HOPE COMMUNITY: S&P Cuts 2015/2020A Revenue Bonds Rating to 'BB-' ----------------------------------------------------------------- S&P Global Ratings lowered its long-term rating to 'BB-' from 'BB' on St. Paul Housing and Development Authority, Minn.'s series 2015 and 2020A charter school lease revenue bonds, issued for HOPE Community Academy (HOPE). The outlook is stable. "The downgrade reflects a weakened financial profile stemming from initial enrollment projections, which have not been met following a recent high school expansion, likely leading to a prolonged period of reaching 1.0x Maximum Annual Debt Service coverage, and recent declines in liquidity coupled with projections for an operating deficit for fiscal 2022," said S&P Global Ratings credit analyst Danielle Leonardis. A pledge of state funding assigned to the trustee secures the series 2015 and 2020A bonds. HOPE agrees to maintain fund balance at 20% of operating expenses, or, at least, 45 days' cash on hand, as well as debt service coverage of 1.1x; there is also a debt-service default covenant of 1.0x. Total long-term debt outstanding is $29.4 million with MADS at $1.81 million in 2053. The stable outlook reflects S&P's view that financial performance will likely remain pressured and MADS coverage will remain below similarly rated peers over the near term. The outlook further reflects enrollment pressures as HOPE continues to reach and maintain high school enrollment projections over time. INSPIREMD INC: Signs Deal to Sell $8.3 Million Common Shares ------------------------------------------------------------ InspireMD, Inc. entered into a sales agreement with A.G.P./Alliance Global Partners, as sales agent, pursuant to which the Company may offer and sell, from time to time, at its option, through or to A.G.P., up to an aggregate of approximately $8,313,000 of shares of the Company's common stock, $0.0001 par value per share. Any Shares to be offered and sold under the Sales Agreement will be issued and sold pursuant to the Company's Registration Statement on Form S-3 (File No. 333-265409), filed with the Securities and Exchange Commission on June 3, 2022 and the prospectus supplement included therein, relating to the Offering, by methods deemed to be an "at the market offering" as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended, or if specified by the Company, by any other method permitted by law. Subject to the terms of the Sales Agreement, A.G.P. will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of The Nasdaq Capital Market to sell the Shares from time to time, based upon the Company's instructions (including any price, time or size limits or other customary parameters or conditions the Company may impose). The Company cannot provide any assurances that it will issue any Shares pursuant to the Sales Agreement. The Company will pay A.G.P. a commission at a fixed rate of 3.0% of the aggregate gross proceeds from each sale of the Shares under the Sales Agreement. The Company will also reimburse A.G.P. for certain expenses incurred in connection with the Sales Agreement and has agreed to provide A.G.P. with customary indemnification rights with respect to certain liabilities, including liabilities under the Securities Act and the Securities Exchange Act of 1934, as amended. The Company currently intends to use any net proceeds from the Offering for research and development, sales and marketing, working capital and other general corporate purposes, and any other purposes that may be stated in any future prospectus supplement. About InspireMD Headquartered in Tel Aviv, Israel, InspireMD -- http://www.inspiremd.com-- is a medical device company focusing on the development and commercialization of its proprietary MicroNet stent platform technology for the treatment of complex vascular and coronary disease. A stent is an expandable "scaffold-like" device, usually constructed of a metallic material, that is inserted into an artery to expand the inside passage and improve blood flow. Its MicroNet, a micron mesh sleeve, is wrapped over a stent to provide embolic protection in stenting procedures. InspireMD reported a net loss of $14.92 million for the year ended Dec. 31, 2021, a net loss of $10.54 million for the year ended Dec. 31, 2020, a net loss of $10.04 million for the year ended Dec. 31, 2019, and a net loss of $7.24 million for the year ended Dec. 31, 2018. As of March 31, 2022, the Company had $35.17 million in total assets, $5.47 million in total liabilities, and $29.70 million in total equity. INTEGRITY CONSTRUCTION: Unsecureds to Split $301K in 36 Months -------------------------------------------------------------- Integrity Construction Solutions, LLC, filed with the U.S. Bankruptcy Court for the Western District of Washington a Plan of Reorganization for Small Business dated June 6, 2022. The Debtor is a Washington Limited Liability Company. Since November 2020, the Debtor has been in the business of construction, specifically as a general contractor for apartments, condominiums, townhomes, commercial and mixed-use buildings, and luxury residential exterior building envelope inspections, consulting, and renovations. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of $512,880.00. The final Plan payment is expected to be paid on or about January 15, 2026. This Plan of Reorganization proposes to pay creditors of Integrity Construction Solutions, LLC from cash flow from operations and future income. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 18.29 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. Class 1 consists of All non-priority unsecured claims allowed not otherwise separately classified. Creditors having allowed general, nonpriority unsecured claims will receive a pro rata distribution of a maximum of $300,559.78, in 36 installments (3 years). Payments will commence on January 15, 2023 and continue on the 15th day of each month thereafter for 36 months. Class 1 claims shall not bear interest. The final payment is anticipated to be mailed on January 15, 2026. Creditors entitled to a dividend under $100 will receive their total dividend in one payment, to be mailed by January 15, 2023. Class 1 is impaired under this Plan. The allowed unsecured claims total $1,643,682.14. Class 2 consists of non-priority unsecured claim of Newport Hills Association of Apartment Owners. Newport Hills accepted the Debtor's Work Proposal to replace the roofs for 4 of its buildings, on or about July 12, 2021. The Debtor will honor the original deposit of $150,616.80 towards the future work under the to be-finalized AIA contract. There is to be no monthly payment from the Debtor to Newport Hills and no further distribution under this Plan of Reorganization to them, apart from carrying over this deposit to the new contract. Class 2 is not impaired. Class 3 consists of non-priority unsecured claim of LCF Associates II, LLC ("Commodore"). The Debtor asserts that Commodore owes it a total of $169,075.91 stemming from the unauthorized withholding of retainerage and nonpayment of its final invoice prior to the filing. Upon confirmation of this Plan, the Debtor will set off the debt that Commodore owes to the Debtor such that the net payment in either direction is $0.00. No further distribution will be made pursuant to this Plan to Commodore by the Debtor or to the Debtor from Commodore. Class 4 consists of non-priority unsecured claim of Carriage Row Owners Association. This claim is unliquidated. Proof of Claim #17 estimates this claim to be $232,095.55 based on an alleged overpayment. The Debtor disagrees. Accordingly, the Debtor asserts that Carriage Row owes it at least $75,214.89. Upon confirmation of the Plan, the Debtor will set off the debt that Carriage Row owes to it such that the net payment in either direction is $0.00. No further distribution will be made pursuant to this Plan to Carriage Row from the Debtor or to the Debtor from Carriage Row. Class 5 consists of non-priority unsecured claims of Insiders of the Debtor. Class 5 is impaired. It consists of all claims that any of the members and former members may have against the Debtor. These insiders will receive no payments under this Plan until all creditors in Classes 1-4 have been paid in full. These claims shall not bear interest. Class 6 consists of Equity interests of the Debtor. Richard Creamer and Jeremy Schlosser are the managing members of the Debtor and will retain their membership interests in the Reorganized Debtor under the Plan. The payments described will be funded through the Debtor's continuing operations as a general contractor within Western Washington. The company's focus pre-petition was on larger scale projects for apartments, condominiums, townhomes, commercial and mixed-use buildings, and luxury residential communities. Post petition, the Debtor has expanded to include residential single family homes and smaller communities. A full-text copy of the Plan of Reorganization dated June 06, 2022, is available at https://bit.ly/3O69fLD from PacerMonitor.com at no charge. Attorney for the Plan Proponent: Larry B. Feinstein, Esq. Kathryn P. Scordato, Esq. Vortman & Feinstein 2033 Sixth Avenue, Suite 251 Seattle, WA 98121 Telephone: (206) 223-9595 Facsimile: (206) 386-5355 About Integrity Construction Solutions Integrity Construction Solutions, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 22-10353) on March 7, 2022, listing up to $500,000 in assets and up to $10 million in liabilities. Virginia Burdette serves as Subchapter V trustee. Judge Christopher M. Alston oversees the case. Vortman & Feinstein is the Debtor's legal counsel. KARTES LEASING: Taps Ascend CPA and Advisors as Accountant ---------------------------------------------------------- Kartes Leasing, LLC seeks approval from the U.S. Bankruptcy Court for the District of Arizona to employ Ascend CPA and Advisors, LLC as its accountant. The firm's services include: a. maintaining the QuickBooks company file to properly report financial transactions; b. updating and maintaining the chart of accounts utilized by the Debtor and tailoring reports to provide concise and relevant information; c. recording accounts payable and providing report to facilitate the bill-paying process; d. posting payments to vendors; e. updating the books to account for income, expenses, assets purchased or sold, loans, interest and other transactions; f. reviewing monthly bank statements and ensuring transactions are properly reported; g. performing bookkeeping services necessary to gather data for report filings; h. preparing monthly operating reports; i. preparing periodic operating reports; j. reviewing the Debtor's historic financial performance as well as the history of the bankruptcy matter; k. working with the Debtor to develop a longer-term financial forecast; l. assisting in developing a feasibility analysis for a plan of reorganization; m. assisting in developing a liquidation analysis for the plan; n. testifying at the plan confirmation hearing; and o. providing other Chapter 11 consulting services, if necessary. The Debtor will pay the firm a monthly flat fee of $900 for its monthly accounting services and $1,200 to $1,400 for the preparation of tax returns. In addition, the firm will receive reimbursement for its out-of-pocket expenses. Ron Harris, a partner at Ascend CPA, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Ron Harris Ascend CPA and Advisors, LLC 5215 S Durango Dr #3 Las Vegas, NV 89113 Tel: (702) 822-1777 About Kartes Leasing Kartes Leasing, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Ariz. Case No. 22-00997) on Feb. 18, 2022, listing up to $1 million in assets and up to $500,000 in liabilities. Joseph E. Cotterman serves as Subchapter V trustee. Judge Brenda Moody Whinery oversees the case. D. Lamar Hawkins, Esq., at Guidant Law, PLC, the Law Offices of Peter N. Greenfeld, P.C. and Ascend CPA and Advisors, LLC serve as the Debtor's bankruptcy counsel, special counsel and accountant, respectively. KB HOME: S&P Assigns 'BB' Rating on $350MM Senior Unsecured Notes ----------------------------------------------------------------- S&P Global Ratings assigned its 'BB' issue-level rating and '3' recovery rating to KB Home's proposed $350 million senior unsecured notes due 2030. The '3' recovery rating indicates its expectation for meaningful (50%-70%; rounded estimate: 65%) recovery in the event of a payment default. S&P expects the company to use proceeds from these notes, along with cash on hand, to fully repay its outstanding $350 million 7.5% senior unsecured notes due September 2022. KDR SUPPLY: Wins Cash Collateral Access Thru July 31 ---------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Texas, Beaumont Division, authorized KDR Supply, Inc. to use cash collateral in accordance with the Debtor's agreement with Texas Comptroller of Public Account and and the Small Business Administration. The Debtor is permitted to use cash collateral on an interim basis in accordance with the budget, with a 10% variance, through July 31, 2022. The Debtor requires the use of cash collateral to maintain its assets, sell or otherwise liquidate its assets, provide financial information, pay necessary employees, payroll taxes, charges of vendors, overhead, and other expenses necessary to maintain the value of the Debtor's assets. Pursuant to Texas sales tax obligations, a tax lien, and applicable Texas Law, the Comptroller holds valid, enforceable, and allowable claims against the Debtor and its Bankruptcy Estate. On May 17, 2013, the Comptroller filed notice of a Texas State Tax Lien with the county clerk of Liberty County which is recorded in the official records of Liberty County, Texas at Instrument No. 2013-006763. The Tax Lien is a statutory lien and is not avoidable. The Comptroller's Pre-Petition Claim evidenced by the Tax Lien and other documents encumbers all real and personal property of the Debtor in Liberty County. The Comptroller properly perfected its senior and first priority Tax Lien in the Debtor's Pre-Petition Collateral, subject to Prior Liens, if any. Pursuant to the Loan Documents and applicable law, the SBA holds valid, enforceable, and allowable claims against the Debtor, as of the Petition Date, in the original amount of $150,000. On May 29, 2020, the SBA and KDR executed a promissory note evidencing indebtedness in the amount of $150,000 secured by a blanket lien on all assets of the Debtor. The SBA filed a UCC-1 Financing Statement, Filing Number 20-0026276580 with the Secretary of State for the State of Texas on June 16, 2020. The Pre-Petition Claim evidenced by the Loan Documents is secured by perfected second priority liens and security interests in, inter alia, substantially all of the assets of the Debtor as more fully described in the Loan Documents and the UCC-1 Financing Statement. The SBA properly perfected its junior and second priority liens and security interests and other liens in the Pre-Petition Collateral, subject to Prior Liens, if any, as evidenced by the Loan Documents. As adequate protection for the use of cash collateral, the Comptroller and the SBA are granted valid and automatically perfected replacement liens and security interests—in the same extent, validity, and priority as existed on the Petition Date—in and upon all of the properties and assets of the Debtor and its estate. The liens and security interests granted constitute valid, automatically perfected and unavoidable security interests and liens, with the priorities granted, without the necessity of creating, filing, recording, or serving any financing statements, mortgages, or other documents that might otherwise be required under federal or state law. KDR will make monthly payments to: -- the Comptroller in the amount of $10,000 per month on or before the 10th of the month; and -- the SBA in the amount of $731 per month. In accordance with the Emergency Order, the Comptroller was permitted to retain $10,000 of the funds levied on April 4, 2022 as the Comptroller’s April Adequate Protection Payment. A copy of the order and the Debtor's monthly budget is available at https://bit.ly/3Q7qqOI from PacerMonitor.com. The Debtor projects $285,000 in gross monthly income and $242,181 in total monthly expenses. About KDR Supply, Inc. KDR Supply, Inc. was founded in 1981 to support the local oilfield service industry. KDR Supply offers, subsurface pumps, industrial supplies, oilfield supplies, pumps, and tools. KDR Supply sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 22-10115) on April 6, 2022. In the petition signed by president Rocky Fisher, the Debtor disclosed $2,668,765 in total assets and $6,793,314 in total liabilities. Judge Joshua P. Searcy oversees the case. Julie M. Koenig, Esq., at Cooper and Scully, PC is the Debtor's counsel. KINTARA THERAPEUTICS: Granted 180-Day Extension by Nasdaq --------------------------------------------------------- Kintara Therapeutics, Inc. received written notification from the Listing Qualification Department of The Nasdaq Stock Market LLC granting the Company's request for a 180-day extension to regain compliance with Nasdaq's minimum bid price requirement under Nasdaq Listing Rule 5550(a)(2). The Company now has until Nov. 28, 2022 to meet the requirement. Nasdaq's extension notice has no immediate effect on the continued listing status of the Company's common stock on The Nasdaq Capital Market LLC under the symbol "KTRA". If at any time during the additional 180-day extension, the bid price of the Company's common stock closes at, or above, $1.00 per share for a minimum of ten consecutive business days, the Nasdaq staff will provide the Company with a written confirmation of compliance and the matter will be closed. The Company was first notified by Nasdaq of its failure to maintain a minimum bid price of $1.00 per share for 30 consecutive trading days under Nasdaq Listing Rule 5550(a)(2) on December 3, and was given until June 1, 2022 to regain compliance. If the Company does not meet the minimum bid requirement during the additional 180-day extension, Nasdaq will provide written notification to the Company that its common stock will be subject to delisting. At such time, the Company may appeal the delisting determination to a Nasdaq Hearings Panel. The Company would remain listed pending the Panel's decision. There can be no assurance that if the Company does appeal a subsequent delisting determination, that such appeal would be successful. About Kintara Located in San Diego, California, Kintara (formerly DelMar Pharmaceuticals) is dedicated to the development of novel cancer therapies for patients with unmet medical needs. Kintara is developing two late-stage, Phase 3-ready therapeutics for clear unmet medical needs with reduced risk development programs. The two programs are VAL-083 for GBM and REM-001 for CMBC. Kintara reported a net loss of $38.30 million for the year ended June 30, 2021, compared to a net loss of $9.13 million for the year ended June 30, 2020. As of March 31, 2022, the Company had $12.80 million in total assets, $3.41 million in total liabilities, and $9.39 million in total stockholders' equity. San Francisco, CA-based Marcum LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated Sept. 28, 2021, citing that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. KISSIMMEE CONDOS: Lender Seeks to Prohibit Cash Collateral Access ----------------------------------------------------------------- Darren L. Bradham asks the U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division, for entry of an order prohibiting Kissimmee Condos Partnership, LLC from using cash collateral. Bradham filed a Proof of Claim against the estate for $1970,893 on May 26, 2022. Braham says the Claim is predicated upon a Note and secured by a first mortgage upon the Debtor's property, by which the Debtor pledges the rents and its accounts as security for the Note, along with an Assignment of Leases and Rents relating to the Property. Braham possesses a senior perfected security interest in the rents, profits and income from the Debtor's Property, including the Leased Unit. The Debtor owns real property that comprises its condominium project, including the condominium unit at 1801 Houston St., Kissimmee, FL 34743. Bradham says the Debtor's March 2022 Monthly Operating Report confirms the Debtor received rent for the Leased Unit in the amount of $1,7500 for two months' worth of rent, totaling $3,500. The Debtor has no other income for the period. The Debtor's March MOR further reveals the Debtor paid Softwood, LLC $1,500 in rents received form the Leased Unit. Bradham contends the rent from the Leased Unit is secured in his favor and should be paid to Bradham. Bradham does not consent to the Debtor's use of cash collateral. The Debtor has not offered Bradham adequate protection or other compensation for its use and diminution of Bradham's cash collateral. Bradham argues the unauthorized use of cash collateral is substantially harmful to Bradham and is yet another justification for the dismissal of the Debtor's bankruptcy case under the express language of 11 U.S.C. section 1112(b)(4)(D). Bradham is represented in the case by: Paul N. Mascia, Esq. Nardella & Nardella, PLLC 135 W. Central Blvd, Suite 300 Orlando, FL 32801 Tel: (407) 966-2680 E-mail: pmascia@nardellalaw.com klynch@nardellalaw.com A copy of the motion is available at https://bit.ly/3Qd9435 from PacerMonitor.com. About Kissimmee Condos Partnership, LLC Kissimmee Condos Partnership, LLC is a Florida limited liability company formed on December 10, 2016, to hold and develop two parcels of real property in Osceola County, Florida. Pre-petition Kissimmee Condos developed and initiated the Project, which includes the Soho at Lakeside and Tribeca at Lakeside, which are both residential townhome developments to be built over several phases. The SoHo Condos feature modern three-bedroom two and a half bath townhomes with early development starting prices around $250,000 with numerous options to upgrade and customize the living spaces including luxury appliances and high-end kitchen details. The last unit sold for $304,900, and the highest sale price to date was $325,900. The Tribeca Condos is built on Kissimmee Condos' second real property parcel utilizing the same three-bedroom floor plan and opportunities for customization. Kissimmee Condos sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-00994) on March 21, 2022. In the petition signed by Ricardo Benzecry, manager, the Debtor disclosed up to $10 million in both assets and liabilities. R. Scott Shuker, Esq., at Shuker and Dorris, PA is the Debtor's counsel. KLX ENERGY: Two Proposals Passed at Annual Meeting -------------------------------------------------- KLX Energy Services Holdings, Inc. held its 2022 Annual Meeting of Stockholders at which the stockholders: (1) elected Gunnar Eliassen and John T. Whates as Class I directors, each for a term that expires at the 2025 Annual Meeting of the Stockholders and until their successor is duly elected or qualified; and (2) approved the selection of Deloitte & Touche LLP as the Company's Independent Registered Public Accounting Firm. About KLX Energy Headquartered in Wellington, Florida, KLX Energy Services Holdings, Inc. is a provider of diversified oilfield services to leading onshore oil and natural gas exploration and production companies operating in both conventional and unconventional plays in all of the active major basins throughout the United States. The Company delivers mission critical oilfield services focused on drilling, completion, intervention and production activities for the most technically demanding wells from over 60 service facilities located in the United States. KLXE's complementary suite of proprietary products and specialized services is supported by technically skilled personnel and a broad portfolio of innovative in-house research and development, manufacturing, repair and maintenance capabilities. KLX Energy reported a net loss of $93.8 million for the 11-month transition period ended Dec. 31, 2021, compared to a net loss of $332.2 million for the fiscal year ended Jan. 31, 2021. As of March 31, 2022, the Company had $379.5 million in total assets, $131.1 million in total current liabilities, $275.1 million in long-term debt, $29 million in long-term operating lease obligations, $11.1 million in long-term finance lease obligations, $400,000 million in other non-current liabilities, and a total stockholders' deficit of $67.2 million. * * * As reported by the TCR on Feb. 23, 2021, Moody's Investors Service completed a periodic review of the ratings of KLX Energy Services Holdings, Inc. and other ratings that are associated with the same analytical unit. KLX Energy Services Holdings, Inc.'s (KLXE) Caa1 Corporate Family Rating reflects the company's relatively small scale while providing a range of well completion, intervention, drilling and production services in a highly cyclical industry. As reported by the TCR on March 31, 2022, S&P Global Ratings affirmed its 'CCC+' issuer credit rating on KLX Energy Services Holdings Inc. S&P said "Our 'CCC+' rating continues to reflect KLXE's unsustainable credit metrics." LAKEPORT CF: Files Bare-Bones Chapter 11 Petition ------------------------------------------------- Lakeport CF, LLC, filed for chapter 11 protection in the District of Colorado without stating a reason. Brooklyn, New York-based Moorstead Real Estate, LLC, owns 100% of the membership interests in the Debtor. According to court filings, Lakeport CF LLC estimates between 1 and 49 unsecured creditors. The petition states funds will be available to unsecured creditors. A telephonic meeting of creditors under 11 U.S.C. is slated for July 7, 2022 at 2:00 P.M. About Lakeport CF Lakeport CF, LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Col. Case No. 22-11941) on May 31, 2022. In the petition filed by Jean Marc Orlando, president, on behalf of Jay Home 2, LLC, manager of the Debtor, Lakeport CF was estimated to have assets and liabilities between $10 million and $50 million. Jeffrey A. Weinman, Esq., of ALLEN VELLONE WOLF HELFRICH & FACTOR, P.C., is the Debtor's counsel. LEXARIA BIOSCIENCE: Inks IP License Agreement With Premier Wellness ------------------------------------------------------------------- Lexaria Bioscience Corp., through its wholly-owned subsidiary Lexaria Hemp Corp., entered into a Definitive Intellectual Property License Agreement with Premier Wellness Science Co., Ltd., a Japanese based R & D and product development company in the field of health, beauty, anti-aging and sports. The Hempco Agreement provides Premier with the perpetual, exclusive rights to utilize Lexaria's patented DehydraTECH technology with hemp ingredients containing no more than 0.01% THC to produce consumable non-liquid, consumable liquid and topical skin products in Japan. The exclusive rights are subject to two historically issued licenses for the use of the Technology in Japan, where currently those historic licenses have not been actively utilized. The Hempco Agreement also provides Premier with the right to sublicense the Technology in the Territory to Lexaria approved third parties for the purposes of manufacturing the Products in the Territory. In order to encourage the expansion of DehydraTECH-enhanced Products within Asia, Premier has also been provided with a right of first refusal until May 20, 2025, to any license for the Technology in the nations of the People's Republic of China and the Republic of Korea. As consideration for the exclusive rights to use and sublicense the Technology for the production of the Products in the Territory, Premier has agreed to pay certain license fees to Hempco commencing on May 20, 2023. The License Fees include an annual territory fee and usage license fees based on an agreed percentage of revenues earned by Premier from Product sales or sublicenses, commencing after the first anniversary of the Agreement. In addition, Premier has agreed to pay minimum fees of $16,875 per quarter commencing with the quarter ended Nov. 30, 2022 with the minimum fees increasing to US$60,000 per quarter commencing with the quarter ended Nov. 30, 2023, increasing again to US$150,000 per quarter commencing with the quarter ended Nov. 30, 2024 and increasing again to US$332,500 per quarter commencing with the quarter ended Nov. 30, 2025. If any usage fees exceed the applicable minimum fee during any quarter, the minimum fee will be waived. The parties have agreed to a mandatory compensation review and renegotiation prior to Aug. 15, 2027, to maintain the perpetual rights provided by the Hempco Agreement. Non-Material Licenses Lexaria, through its wholly-owned subsidiary Lexaria Pharmaceutical Corp., entered into a Definitive Intellectual Property License Agreement with Valcon Medical A/S a company licensed under the Danish Development Scheme that manufactures and distributes medical cannabis products in the European Union and United Kingdom pursuant to regulated magistral and pilot programs. The Pharma Agreement is the first license entered into with Pharma and provides Valcon with non-exclusive rights, for a period of ten years, to utilize Lexaria's patented DehydraTECH technology with medical cannabis to produce bulk powders, solid oral dosage and topical products in the Territory. Due to the regulations surrounding the Products and their sale within the Territory, the consideration which Valcon is providing to Pharma is based on regulatory milestones, which may not be successfully completed. If successfully completed, these milestones consisting of batch validations and marketing authorization approvals would result in milestone payments to Pharma. After completion of the milestones, and the commercialization of the Products, Valcon would compensate Pharma based on an agreed upon royalty for the Products. About Lexaria Lexaria Bioscience Corp. -- http://www.lexariabioscience.com-- is a global innovator in drug delivery platforms. Its patented DehydraTECH drug delivery technology changes the way Active Pharmaceutical Ingredients enter the bloodstream, promoting healthier ingestion methods, lower overall dosing, and higher effectiveness for lipophilic active molecules. DehydraTECH increases bio-absorption, reduces time of onset, and masks unwanted tastes for orally administered bioactive molecules, including cannabinoids, vitamins, non-steroidal anti-inflammatory drugs (NSAIDs), nicotine, and other molecules. Lexaria has licensed DehydraTECH to multiple companies in the cannabis industry for use in cannabinoid beverages, edibles and oral products and to a world-leading tobacco producer for the development of smokeless, oral-based nicotine products. Lexaria operates a licensed in-house research laboratory and holds a robust intellectual property portfolio with 16 patents granted and over 60 patents pending worldwide. Lexaria Bioscience reported a net loss and comprehensive loss of $4.19 million for the year ended Aug. 31, 2021, a net loss and comprehensive loss of $4.08 million for the year ended Aug. 31, 2020, and a net loss and comprehensive loss of $4.16 million for the year ended Aug. 31, 2019. As of Feb. 28, 2022, the Company had $11.41 million in total assets, $194,623 in total liabilities, and $11.22 million in total stockholders' equity. LEXINGTON GARDENS 12: Enters Chapter 11 Without Lawyer, Matrix -------------------------------------------------------------- Lexington Gardens 12 LLC filed for chapter 11 protection. The petition indicates that the Debtor is not represented by an attorney. In addition, by notice dated June 1, 2022, the Court notified the Debtor of numerous deficiencies, including the Debtor's failure to file a mailing matrix with the Court pursuant to Local Bankruptcy Rule 1007-3(a)(i). The failure to file the creditor matrix and cure the other deficiencies in this case may constitute cause to dismiss this case. In light of the deficiencies, the Debtor has been directed to appear at a hearing before the Honorable Jil Mazer-Marino, in Courtroom 3529 at the United States Bankruptcy Court for the Eastern District of New York, 271-C Cadman Plaza East, Brooklyn, New York 11201, on June 15, 2022, at 10:45 a.m The Debtor's schedules of assets and liabilities and statement of financial affairs are due Jan. 9, 2022. About Lexington Gardens 12 Lexington Gardens 12 LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-41215) on May 31, 2022. According to court filings, Lexington Gardens 12 estimates between 1 and 49 unsecured creditors. The petition states funds will not be available to unsecured creditors. LIVEWELL ASSISTED: Kevin Sink Appointed as Chapter 11 Trustee ------------------------------------------------------------- Judge David M. Warren of the U.S. Bankruptcy Court for the Eastern District of North Carolina entered an order nullifying Livewell Assisted Living, Inc.'s election to proceed under Subchapter V of Chapter 11 of the Bankruptcy Code. Instead, the Court appointed Kevin L. Sink, Esq., as Chapter 11 Trustee for Livewell. The Court makes the following findings of facts and conclusions of law after considering the evidence presented at the hearing on motion to remove the Debtor as debtor-in-possession or convert the Debtor's case to Chapter 7 filed by Jim Anthony: * The Debtor, which operates assisted living facilities, filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code on February 7, 2022. Justin Beckett serves as the Debtor's president and manager. * Mr. Beckett testified at the hearing on the Motion, and while he has a passion for the Debtor's mission and is committed to its reorganization, the Court agrees with Mr. Anthony that Mr. Beckett has grossly mismanaged the Debtor's financial affairs both prior to and during this bankruptcy case, constituting under cause Section 1185(a) of the Bankruptcy Code for removal of the Debtor as a debtor-in-possession. * The Court is especially concerned with Mr. Beckett's inability to explain or reconcile inconsistencies between PPP loans obtained by the Debtor and related entities and the Debtor's deposits and expenditures. The evidence provided corroborates the report by John T. Bass of Bass Business Solutions as financial monitor, given at a prior hearing in the case, where he presented a chaotic system of financial accounting and bookkeeping. * Interim Rule 1020(b) of the Federal Rules of Bankruptcy Procedure provides that a party in interest may object to a Debtor's statement in a petition to proceed under Subchapter V within the later or 30 days after the conclusion of the meeting of creditors under Section 341(a) of the Bankruptcy Code or 30 days after an amendment to the statement. The Court considers Mr. Anthony's Motion to constitute a timely objection to the Debtor's Subchapter V election and finds cause to annul the election and to appoint a trustee pursuant to Section 1104(a)(1) for gross mismanagement of the Debtor's affairs. * Kevin L. Sink, Esq., is qualified as a Chapter 11 trustee and should be appointed to that position. A copy of the order is available for free at https://bit.ly/3NoLsX6 from PacerMonitor.com. Attorney for the Debtor: Travis Sasser, Esq. Sasser Law Firm 2000 Regency Parkway, Suite 230 Cary, NC 27518 Telephone: (919) 319-7400 Facsimile: (919) 657-7400 Email: tsasser@carybankruptcy.com About Livewell Assisted Living Livewell Assisted Living, Inc., a part of the continuing care retirement communities industry, filed its voluntary petition for Chapter 11 protection (Bankr. E.D.N.C. Case No. 22-00264) on Feb. 7, 2022, listing up to $500,000 in assets and up to $10 million in liabilities. Justin Beckett, president, signed the petition. Judge David M. Warren oversees the case. Travis Sasser, Esq., at Sasser Law Firm, is the Debtor's legal counsel. LUZERNE IRONWORKS: Starts Chapter 11 Subchapter V Case ------------------------------------------------------ Luzerne Ironworks, Inc., filed for chapter 11 protection in the Middle District of Alabama. The Debtor filed as a small business debtor seeking relief under Subchapter V of Chapter 11 of the Bankruptcy Code. The Debtor filed motions to pay wages to employees and pay adequate assurance of payment to utilities. According to court filings, Luzerne Ironworks estimates between 1 and 49 unsecured creditors. The petition states funds will be available to unsecured creditors. About Luzerne Ironworks Inc. Luzerne Ironworks, Inc., is a home and construction company. Luzerne Ironworks sought protection under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Ala. Case No. 22-10501) on June 2, 2022. In the petition filed by Richard D. Biddle, as president of DWB Investments, Inc, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. J. Kaz Espy, of Espy, Metcalf & Espy, P.C., is the Debtor's counsel. Chris Richardson has been appointed as Subchapter V trustee. MAGNOLIA OFFICE: Files Emergency Bid to Use Cash Collateral ----------------------------------------------------------- Magnolia Office Investments, LLC asks the U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, for authority to use cash collateral nunc pro tunc to petition date and for an additional 90 days. The Debtor requires the use of cash collateral to, among other things, fund all necessary operating expenses of the Debtor's business and well as pay for regular and ordinary expenses of the Debtor. The Debtor also requests that it be authorized as follows to exceed any line items on the Budget by an amount equal to 10% of each such line item; or to exceed any line item by more than 10% so long as the total of all amounts in excess of all line items for the Budget do not exceed 10% in the aggregate of the total budget. Adequate protection that is proposed to be provided to the secured creditor includes regular payments based upon the Plan as proposed by the Debtor. The Debtor's requested use of cash collateral and the protections afforded to the secured creditor are reasonable, appropriate and sufficient to satisfy the legal standard of "adequate protection" and will serve to maintain the value of the secured creditor's alleged collateral. The Debtor believes that the approval of the Motion is in the best interests of the Debtor, its creditors and its bankruptcy estate because it will enable the Debtor to (1) continue the orderly operation of its business and avoid an immediate shutdown of operations; (2) meet its obligations for necessary ordinary course expenditures and other operating and personal expenses; and (3) make such payments as may be authorized or required under other orders entered by the Court, thereby avoiding immediate and irreparable harm to the Debtor's estate. A copy of the motion is available at https://bit.ly/3xp6gZe from PacerMonitor.com. About Magnolia Office Investments Magnolia Office Investments LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). It owns the commercial office building located at 1211 Governors Square Boulevard, Tallahassee, Florida 3230, valued at $5.5 million. Magnolia Office Investments sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-14044) on May 24, 2022. In the petition signed by Anand Patel, as managing member, Magnolia Office Investments, LLC listed estimated assets and liabilities between $1 million and $10 million each. The case is assigned to Honorable Bankruptcy Judge Erik P. Kimball. David L. Merrill, Esq., of The Associates, is the Debtor's counsel. MALACHI GROUP: Taps Texarkana Legacy Group as Real Estate Broker ---------------------------------------------------------------- Malachi Group Trust filed an application anew seeking approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Texarkana Legacy Group, LLC as its real estate broker. The Debtor requires a real estate broker to market for sale its real property located at 2905 Arkansas Blvd., Texarkana, Texas. The firm will be paid a commission of 4 percent of the sales price. James Butler, a partner at Texarkana, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: James D. Butler Texarkana Legacy Group, LLC 210 N. State Line Ave., Ste 502 Texarkana, AR 71854 Tel: (870) 779-8000 Fax: (870) 779-8444 Email: info@texarkanalegacygroup.com About Malachi Group Trust Malachi Group Trust filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Texas Case No. 22-30471) on March 16, 2022, listing up to $10 million in assets and up to $1 million in liabilities. Behrooz P. Vida serves as Subchapter V trustee. Judge Stacey G. Jernigan oversees the case. Joyce W. Lindauer Attorney, PLLC serves as the Debtor's legal counsel. MARCO PEREZ: UST Appoints Rothschild as Subchapter V Trustee ------------------------------------------------------------ Patrick S. Layng, United States Trustee for Region 19, appointed Brian M. Rothschild as Subchapter V trustee for Marco Antonio Perez, Sr. The Subchapter V trustee is covered by a blanket bond. In the Subchapter V trustee's investigation, the Subchapter V trustee discovered no known connections to the Debtor's creditors, equity holder or insider of the Debtor. In addition, the Subchapter V trustee does not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. A copy of the notice is available for free at https://bit.ly/3aHFm5C from PacerMonitor.com. The Subchapter V trustee can be reached at: Brian M. Rothschild, Esq. PARSONS BEHLE & LATIMER 201 South Main Street, Suite 1800 Salt Lake City, UT 84111 Telephone: 801-532-1234 Facsimile: 801-536-6111 E-mail: BRothschild@parsonsbehle.com ECF@parsonsbehle.com Based in Orem, Utah, Marco Antonio Perez, Sr., dba fdba MCWR Americana LLC, filed for Chapter 11 bankruptcy (Bankr. D. Utah Case No. 22-22072) on June 2, 2022. The debtor represents himself pro se. The case is assigned to the Honorable William T. Thurman. MARVIN KELLER: Taps Kerber Eck & Braeckel as Accountant ------------------------------------------------------- Marvin Keller Trucking, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of Illinois to employ Kerber Eck & Braeckel, LLP as its accountant. The Debtor requires an accountant to prepare its tax filings, including returns for operations outside the State of Illinois, and to assist in its financial reporting and other duties. Kerber accountant and staff rates range from $110 per hour to $350 per hour. The firm has agreed to an annual fee of $15,900 for services, which include annual tax planning for the Debtor and the filing of the Debtor's annual tax returns, quarterly financial statements for the period ending in June of each year, and annual combined financial statements. Cody DeWerff, a partner at Kerber, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Cody DeWerff Kerber Eck & Braeckel LLP 1365 East Union Litchfield, IL 62056 Tel: (217) 324-6611 Email: cdewerff@kebcpa.com About Marvin Keller Trucking Marvin Keller Trucking, Inc. operates a nationwide commercial trucking operation, with its headquarters located in Sullivan, Ill. Marvin Keller Trucking sought Chapter 11 bankruptcy protection (Bankr. C.D. Ill. Case No. 22-90165) on April 22, 2022. In the petition filed by Joseph E. Keller, president and chief executive officer, Marvin Keller Trucking listed up to $10 million in assets and up to $50 million in liabilities. Judge Mary P. Gorman oversees the case. Sumner A. Bourne, Esq., at Rafool & Bourne, PC, is the Debtor's legal counsel. The U.S. Trustee for Region 10 appointed an official committee of unsecured creditors on May 12, 2022. Faegre Drinker Biddle & Reath, LLP and Dundon Advisers, LLC serve as the committee's legal counsel and financial advisor, respectively. MAUNESHA RIVER: Has Deal on Cash Collateral Access -------------------------------------------------- Maunesha River Dairy, LLC, BMO Harris, N.A., and Farmers & Merchants Union Bank advised the U.S. Bankruptcy Court for the Western District of Wisconsin that they have reached an agreement regarding the Debtor's use of cash collateral and now desire to memorialize the terms of this agreement into an agreed order. The parties agree that the Debtor may use cash collateral through the effective date of the plan, but not beyond August 12, 2022, and grant adequate protection to creditors with an interest in cash collateral. So long as Maunesha remains in compliance with the provisions and terms set forth in the Stipulation and the proposed Order, Maunesha is authorized to use cash collateral solely to fund the itemized expenditures (subject to permitted variances) contained in the Budget until the Effective Date of the Plan. A copy of the stipulation is available at https://bit.ly/391bUaE from PacerMonitor.com. About Maunesha River Dairy Maunesha River Dairy, LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wis. Case. No. 21-11157) on May 27, 2021. In the petition signed by Dennis E. Ballweg, the member, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Catherine J. Furay oversees the case. Jane F. Zimmerman, Esq., at Murphy Desmond S.C., is the Debtor's counsel. BMO Harris Bank, as creditor, is represented by, Joseph D. Brydges, Esq., at Michael Best and Friedrich LLP. Farmers & Merchants Union Bank, as creditor, is represented by: Nancy B. Johnson, Esq. Brennan Steil S.C. 1 East Milwaukee Street Janesville, WI 53545 Tel: (608) 756-4141 Fax: (608) 756-9000 MERISOL VILLAGES: Files for Chapter 11, Sues Former Lawyers ----------------------------------------------------------- Merisol Villages, LLC, filed for chapter 11 protection in the Southern District of Texas. Merisol Villages and owner Charles J. Castor, Jr., immediately filed with the Bankruptcy Court an adversary proceeding against his lawyers he retained in litigation against Revesser, LLC. Mr. Castor is a real estate developer in Port Aransas, Texas. The defendants in the adversary complaint are the law firm Sico Hoelscher & Harris LLPand attorney Roger S. Braugh, Jr.; and the firm Davis, Hutchinson & Wilkerson, LLP and attorney Cary P. Locke. Mr. Castor was embroiled in a dispute over a real estate venture with business associates Craig J. Millard and Revesser, LLC. Castor and SHHB established an attorney-client relationship wherein SHHB to represent him in litigation against Revesser. SHHB, through its partner Brantley White filed Cause No. 2013-CVV-61792-4, Charles Castor, Jr. v. Craig J. Millard, et al, County Court at Law # 4, Nueces County, Texas. Pursuant to a settlement, Revesser transferred certain sections of land out of a 256 acre tract owned by Revesser. The land owned by Revesser was oceanfront development property with highway frontage, located on the beach in Port Aransas, Texas. The two tracts to be conveyed in fee simple consist of a 25.559-acre tract ("Tract A") and a 4.935-acre tract ("Tract B"), totaling 30.49 acres. Block 10 consisted of a 14.95-acre tract ("Tract C"), of which Castor would receive an undivided 50 percent interest. Castor conveyed his interest in the Recovered Property to Merisol. Castor contends that any fee interest should be limited to $200,000 as a result of his reliance on White's representations concerning the fees payable from the settlement proceeds. But SHHB and Braugh repudiated White's representation of a $200,000 fee. According to Castor, Braugh claimed incorrectly that White had no authority to make the agreement to take a $200,000 fee, becoming irate and abusive in the process. He repudiated the agreement made between SHHB and Castor. Brantley White then ceased to be associated with SHHB shortly thereafter. Next, Braugh and SHHB demanded a liquidated fee $700,000 as a "33%" contingent fee, apparently valuing the recovery at about $2.1 million. Then, according to Castor, Braugh determined that the 33 percent undivided interest in Tracts A, B, and C was inadequate, Braugh embarked on a self-dealing scheme of unconscionable and illegal conduct and transactions that would allow SHHB and Locke to take for themselves every single benefit that Castor received in the Settlement Agreement, and every opportunity that could ever accrue to the owner of the Recovered Property along with it. On Aug. 19, 2016, Castor executed a deed drafted by SHHB, Braugh, DHW, and Locke conveying what was represented to be the extent of the contingent fee earned, being an undivided 28 percent interest in 30.49 acres of land to SHHB, and an undivided 5 percent interest in the same land to Locke. Despite having already received a deed three years earlier from Castor conveying the entirety of any possible contingent fee to which SHHB could possibly be entitled, in July, 2019, Defendants presented several documents for Castor to execute (the "Transactional Documents") that grossly altered and increased the fee already received and accepted in 2016. The Transactional Documents created a structure for a "contingent fee" that does not remotely resemble the undivided interest which had been previously conveyed to SHHB and Locke. The structure was devised carefully and intentionally to give SHHB and Locke an unconscionable advantage over Plaintiffs and to take for SHHB and Locke all advantages that had accrued to Castor and Merisol. The Exchange Deeds provide that Castor will have an undivided 100% interest in Tract A (25.59 acres) and that SHHB and Locke will jointly own 100% of Tract B (4.935 acres). The Exchange Deeds also provide that Castor conveys all of his 50% divided interest in Tract C (14.59 acres) to SHHB and Locke. This left Castor with no control or use over Tract B or Tract C and prevented Plaintiffs from being able to develop Tract A due to access issues that SHHB and Locke have created by their scheme. After seeking bankruptcy protection, Merisol Villages, along with Mr. Castor, filed a lawsuit asking the Bankruptcy Court to enter a judgment against Defendants for actual and exemplary damages, for declaratory relief, for a constructive trust upon property, for costs of court including reasonable and necessary attorneys' fees, for pre- and post-judgment interest, and for such other relief to which Plaintiffs are shown justly entitled to receive. According to Mr. Castor, instead of complying with their professional responsibilities to Castor, they masqueraded as Castor's own counsel while representing solely the interests of themselves and their firms. Their involvement with Castor and advice to execute the Transactional Documents to their client was absolutely prohibited by Rule 1.06(b)(1) & (2) to begin with because their, and their firms' interests were materially and directly adverse to the interests of Castor, and because it was obvious that such interests reflected in the Transactional Documents adversely limited their ability or will to live up to their responsibility to Castor. The attorneys for Merisol Villages and owner Charles J. Castor, Jr., in the lawsuits: CARL J. KOLB, P.C. 501 Congress, Ste. 150 Austin, Texas 78701 926 Chulie Dr. San Antonio, Texas 78216 Telephone: (737) 227-5573 Telecopy: (210) 225-2300 E-mail: service@carlkolblaw.com About Merisol Villages Merisol Villages LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). It is the fee simple owner of 25.559 acres located in Port Aransas, TX, valued at $9.62 million. Merisol Villages sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-20135) on May 31, 2022. In the petition filed by Charles J. Castor, Jr., as sole member, the Debtor estimated assets and liabilities between $1 million and $10 million. Raymond Battaglia, Esq., of LAW OFFICES OF RAY BATTAGLIA, PLLC, is the Debtor's counsel. According to court documents, Merisol Villages estimates between 1 and 49 unsecured creditors. The petition states funds will be available to unsecured creditors. MOHEGAN TRIBAL: Lenders Extend Maturity of $263M Loan to 2024 ------------------------------------------------------------- Mohegan Tribal Gaming Authority entered into an amendment to its Credit Agreement, which was originally entered into on Jan. 26, 2021 and provides for approximately $263 million in a revolving senior secured credit facility. In connection with the Amendment, lenders under the Credit Agreement agreed to extend the maturity date of the commitments and loans under the facility to April 12, 2024. About Mohegan Gaming Mohegan Tribal Gaming Authority d/b/a Mohegan Gaming & Entertainment is a master developer and operator of premier global integrated entertainment resorts, including Mohegan Sun in Uncasville, Connecticut, Inspire in Incheon, South Korea and Niagara Casinos in Niagara, Canada. MGE is owner, developer, and/or manager of integrated entertainment resorts throughout the United States, including Connecticut, New Jersey, Washington, Pennsylvania, Louisiana, as well as Northern Asia and Niagara Falls, Canada, and coming soon pending regulatory approval, Las Vegas, Nevada. MGE is owner and operator of Connecticut Sun, a professional basketball team in the WNBA and New England Black Wolves, a professional lacrosse team in the National Lacrosse League. For more information on MGE and its properties, visit www.mohegangaming.com. Mohegan Gaming reported a net loss of $162.02 million for the year ended Sept. 30, 2020, compared to a net loss of $2.37 million for the year ended Sept. 30, 2019. As of March 31, 2022, the Company had $3.09 billion in total assets, $3.28 billion in total liabilities, and a total capital of ($188.95) million. * * * As reported by the TCR on Feb. 4, 2021, Moody's Investors Service upgraded Mohegan Tribal Gaming Authority's ("MTGA") Corporate Family Rating to Caa1 from Caa2 and Probability of Default Rating to Caa1-PD from Caa2-PD. The upgrade considers that on January 26, MTGA closed on a refinancing that had a meaningful positive impact on the company's liquidity. MQ LAKEWOOD HILL: Taps Crowe & Dunlevy as Legal Counsel ------------------------------------------------------- MQ Lakewood Hill, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Crowe & Dunlevy, P.C. to serve as legal counsel in their Chapter 11 cases. The firm's services include: a. advising the Debtors regarding their powers and duties in the operation of their business and the management of estate property; b. taking all necessary steps to protect and preserve the Debtors' bankruptcy estates; c. serving as counsel of record for the Debtors in all aspects of their Chapter 11 cases, including, without limitation, the prosecution of actions on behalf of the Debtors and objections to claims filed against the Debtors' estates; d. preparing legal papers; e. advising the Debtors on corporate and real estate matters; f. consulting with the Office of the U.S. Trustee, any official committee of unsecured creditors appointed in the cases, creditors and other parties-in-interest concerning the administration of the cases, if applicable; and g. providing other necessary legal services for the Debtors. The hourly rates charged by the firm for its services are as follows: Shareholders/Directors $420 to $690 per hour Associates $250 to $400 per hour Paraprofessionals $160 to $240 per hour In addition, the firm will seek reimbursement for its out-of-pocket expenses. Vickie Driver, Esq., a partner at Crowe & Dunlevy, disclosed in a court filing that her firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Vickie L. Driver, Esq. Christina W. Stephenson, Esq. Crowe & Dunlevy, P.C. 2525 McKinnon St., Suite 425 Dallas, TX 75201 Tel: (214) 420-2163 Fax: (214) 736-1762 Email: vickie.driver@crowedunlevy.com crissie.stephenson@crowedunlevy.com About MQ Lakewood Hill MQ Lakewood Hill, LLC and its affiliates, MQ Lakewood Two, LLC and MQ Lakewood Three, LLC, filed voluntary petitions for Chapter 11 protection (Bankr. N.D. Texas Lead Case No. 22-40852) on April 18, 2022. In its petition, MQ Lakewood Hill listed as much as $10 million in both assets and liabilities. Donald L. Silverman, manager, signed the petition. Judge Mark X. Mullin oversees the case. Crowe & Dunlevy, P.C. serves as the Debtor's legal counsel. MULTIPLE BLESS: Ziad Nassradin Starts Subchapter V Case ------------------------------------------------------- Multiple Bless Ziad Family LLC (Ziad Nassradin) filed for chapter 11 protection in the Southern District of New York. The Debtor disclosed $1,258,000 in assets against $137,498 in liabilities in its schedules. According to court documents, Ziad Nassradin estimates between 1 and 49 unsecured creditors. The petition states funds will not be available to unsecured creditors. About Ziad Nassradin Multiple Bless Ziad Family LLC, is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). It owns three real properties in New Jersey and New York having an aggregate value of $1.26 million. Ziad Nassradin sought protection under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-22322) on June 1, 2022. Farva Jafri, of Jafri Law Firm, is the Debtor's counsel. NATIONAL CINEMEDIA: Signs Letter Agreement With Standard General ---------------------------------------------------------------- National CineMedia, Inc. entered into a letter agreement on June 2, 2022, with Standard General L.P. Pursuant to the Letter Agreement, the Company agreed to file with the Securities and Exchange Commission a registration statement covering the resale of the shares of common stock currently owned by Standard General. The Company is required to use commercially reasonable efforts to maintain the effectiveness of the registration statement until the earlier of the third anniversary of the Letter Agreement and the time when all shares have been sold or are otherwise able to be sold pursuant to Rule 144 under the Securities Act without any limitation as to manner-of-sale restrictions or volume limitations. The sales of shares will be subject to certain limitations as specified in the Letter Agreement. Under the terms of the Letter Agreement, Standard General agreed to refrain from certain actions during the Registration Period, including (A) seeking to acquire the Company or any of its material assets, or proposing mergers, acquisitions or other business combinations involving the Company; (B) acquiring additional shares of the Company's common stock following which Standard General would economically own or have a total net long position greater than 30% of the Company's outstanding common stock; and (C) certain other actions specified in the Letter Agreement. About National CineMedia Inc. National CineMedia (NCM) is a cinema advertising network in the U.S. NCM's Noovie pre-show is presented exclusively in 50 leading national and regional theater circuits including AMC Entertainment Inc. (NYSE:AMC), Cinemark Holdings, Inc. (NYSE:CNK) and Regal Entertainment Group (a subsidiary of Cineworld Group PLC, LON: CINE). NCM's cinema advertising network offers broad reach and audience engagement with over 20,600 screens in over 1,600 theaters in 195 Designated Market Areas (all of the top 50). NCM Digital and Digital-Out-Of-Home (DOOH) go beyond the big screen, extending in-theater campaigns into online, mobile, and place-based marketing programs to reach entertainment audiences. National CineMedia, Inc. (NASDAQ:NCMI) owns a 47.4% interest in, and is the managing member of, National CineMedia, LLC. National Cinemedia reported a net loss attributable to the company of $48.7 million compared to a net loss attributable to the company of $65.4 million for the year ended Dec. 31, 2020. As of March 31, 2022, the Company had $821.6 million in total assets, $1.24 billion in total liabilities, and a total deficit of $421.4 million. NATIONAL REALTY: Case Summary & 30 Largest Unsecured Creditors -------------------------------------------------------------- Lead Debtor: National Realty Investment Advisors, LLC 1 Harmon Plaza 9th Floor Secaucus, NJ 07094 Business Description: The Debtors are real estate developers in Secaucus, New Jersey. Chapter 11 Petition Date: June 7, 2022 Court: United States Bankruptcy Court District of New Jersey One hundred thirty-three affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- National Realty Investment Advisors, LLC (Lead Case) 22-14539 1 Harmon Plaza 9th Floor Secaucus, NJ 07094 NRIA Partners Portfolio Fund I, LLC 22-14540 DeGraw St. Capital 377 LLC 22-14541 142 NE 7th Capital LLC 22-14542 143 Adagio Investments, LLC 22-14543 Delray Capital 1 LLC 22-14544 184 Lincoln Place LP 22-14545 1st Avenue Capital 301 LLC 22-14546 Delray Capital 1B LLC 22-14547 2031 Lombard Partners LLC 22-14548 Denery Lane Capital 837 LLC 22-14549 2044 West First Capital LLC 22-14550 3rd Street Capital 200-210 LLC 22-14551 Denery Lane Capital 843 LLC 22-14552 3rd Street Capital 203-215 LLC 22-14553 Denery Lane Capital 843 Manager LLC 22-14554 51st Street Capital 508, LLC 22-14555 52nd Street Capital 511-513, LLC 22-14556 Elden Drive Capital 1 LLC 22-14557 7th Street Capital 285 LLC 22-14558 Federal Highway Capital 318 B LLC 22-14559 Adam St Capital 6903 LLC 22-14560 Adam St Capital 6903 Manager, LLC 22-14561 Federal Highway Capital 318 LLC 22-14562 Adam St Capital 6903 Member, LLC 22-14563 FTM Partners Portfolio Hotel Retail LLC 22-14564 Baltic Street Capital 640 LLC 22-14565 Bergen St Capital 1070 LLC 22-14566 FTM Partners Portfolio Marina LLC 22-14567 Bergenline Capital 4901 LLC 22-14568 FTM Partners Portfolio Restaurant LLC 22-14569 Berkeley Place Capital 227 LLC 22-14570 Black Horse Alley Capital 22-14571 Bond Way Capital 915 LLC 22-14572 Gulf Stream Views II, LLC 22-14573 Briny Capital 305 LLC 22-14574 Gulf Stream Views, LLC 22-14575 Carroll Street Capital 160 LLC 22-14576 Cherry Street Capital 113-27 LLC 22-14577 Guttenberg Capital 416-22 69th St. LLC 22-14578 Culver Urban Renewal Redevelopment I, LLC 22-14579 Guttenberg Capital 6269 LLC 22-14580 Culver Urban Renewal Redevelopment II, LLC 22-14581 Hanover Road Capital 2 LLC 22-14582 Henry Street Capital 506, LLC 22-14583 Kenwood Rd. Capital 8 LLC 22-14584 Lender Prime 1, LLC 22-14585 Landnet LLC 22-14586 Luquer Street Capital 140 LLC 22-14587 Madison Street Capital 931, LLC 22-14588 NRIA 2044 West First Capital Member LLC 22-14589 Main St. Capital 360 LLC 22-14590 NRIA 227 Berkeley Manager LLC 22-14591 Main St. Capital 360 Manager LLC 22-14592 NRIA 279 Sackett Manager LLC 22-14593 Main St. Capital 360 Member LLC 22-14594 NRIA 3rd Street Capital 200-210 Manager LLC 22-14595 Manhattan Avenue Capital 1300 LLC 22-14596 N. Ocean Capital 2929 B LLC 22-14597 NRIA 3rd Street Capital 200-210 Member LLC 22-14598 N. Ocean Capital 344 LLC 22-14599 NRIA 3rd Street Capital 203-215 Manager LLC 22-14600 N. Ocean Capital 3565 B LLC 22-14601 NRIA 3rd Street Capital 203-215 Member LLC 22-14602 N. Ocean Capital 707 B LLC 22-14603 NRIA 423 Third Manager LLC 22-14604 N. Ocean Capital 707 LLC 22-14605 NRIA 434 Union Manager LLC 22-14606 Newark Street Capital 511-521 LLC 22-14607 NRIA 494 Seventh Manager LLC 22-14608 NJ Manager 1300, LLC 22-14609 North Bergen Capital 8709 LLC 22-14610 NRIA 51st Street 508 Member LLC 22-14611 NRIA 140 Luquer Manager LLC 22-14612 NRIA 51st Street Manager 508, LLC 22-14613 NRIA 1st Avenue 301 Manager LLC 22-14614 NRIA 52nd Street 511-513 Member LLC 22-14615 NRIA 2031 Lombard Manager LLC 22-14616 NRIA 7th Street Capital Manager LLC 22-14617 NRIA 2044 West First Capital Manager LLC 22-14618 NRIA Bergenline 4901 Manager LLC 22-14619 NRIA Bond Way Capital Manager LLC 22-14620 NRIA Cherry Street 113-27 Manager LLC 22-14621 NRIA Delray 1 Manager LLC 22-14622 NRIA Briny Capital 305 Manager LLC 22-14623 NRIA Denery Lane Capital 837 Manager LLC 22-14624 NRIA Briny Capital 305 Member LLC 22-14625 NRIA EB5 1300 Manhattan Fund LLC 22-14626 NRIA Brooklyn I LLC 22-14627 NRIA EB5 4901 Bergenline Fund LLC 22-14628 NRIA Brooklyn II LLC 22-14629 NRIA Elden Drive 1 Manager LLC 22-14630 NRIA Exchange LLC 22-14631 NRIA Federal Highway 318 Manager LLC 22-14632 NRIA FL Manager LLC 22-14633 NRIA N. Ocean 344 Manager LLC 22-14634 NRIA Gulf Stream Views Manager LLC 22-14635 NRIA N. Ocean 3565 Manager LLC 22-14636 NRIA Guttenberg Capital 416-22 69th St Manager LLC 22-14637 NRIA N. Ocean 707 Manager LLC 22-14638 NRIA Guttenberg Capital 416-22 St. Member LLC 22-14639 NRIA NE 7th Manager LLC 22-14640 NRIA Guttenberg Capital 6269 JV Manager LLC 22-14641 NRIA Newark Street Capital 511 Member LLC 22-14642 NRIA Guttenberg Capital 6269 Manager LLC 22-14643 NRIA Newark Street Capital 511-521 Manager LLC 22-14644 NRIA Hanover Road Manager LLC 22-14645 NRIA Henry Street 506 Manager, LLC 22-14646 NRIA NJ Manager 511, LLC 22-14647 NRIA II 22-14648 NRIA NJ Manager 8709 LLC 22-14649 NRIA Kenwood Rd. 8 Manager LLC 22-14650 NRIA Madison Street Capital 931 Member LLC 22-14651 NRIA NJ Manager 931 LLC 22-14652 NRIA Manhattan Avenue 1300 Member LLC 22-14653 NRIA North Bergen 8709 Member, LLC 22-14654 NRIA N. Ocean 2929 Manager LLC 22-14655 NRIA Old River Road Capital 460-510 Manager LLC 22-14656 NRIA Old River Road Capital 460-510 Member LLC 22-14657 NRIA Old Woods Road Manager LLC 22-14658 NRIA South Christopher Columbus 1499 Manager LLC 22-14659 NRIA Structured Credit Strategies LLC 22-14660 NRIA Wright by the Sea 1901 Member, LLC 22-14661 Old River Road Capital 460-510 LLC 22-14662 Old Woods Road Capital 36 LLC 22-14663 Sackett Street Capital 279 LLC 22-14664 Seventh Street Capital 494 LLC 22-14665 South Christopher Columbus Capital 1499 LLC 22-14667 Summit Street Capital 143 LLC 22-14668 Third Street Capital 423 LLC 22-14669 Union Street Capital 434 LLC 22-14670 Web Marketing Associates, LLC 22-14671 Wright by the Sea 1901 LLC 22-14672 Judge: Hon. John K. Sherwood Debtors' Counsel: S. Jason Teele, Esq. SILLS CUMMIS & GROSS P.C. One Riverfront Plaza Newark, NJ 07102 Tel: (973) 643-4779 Email: steele@sillscummis.com Debtors' Notice, Claims, Balloting Agent and Case Administrator: OMNI AGENT SOLUTIONS Lead Debtor's Estimated Assets: $0 to $50,000 Lead Debtor's Estimated Liabilities: $0 to $50,000 The petitions were signed by Brian Casey as independent manager. A full-text copy of the Lead Debtor's petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/JQYIHNA/National_Realty_Investment_Advisors__njbke-22-14539__0001.0.pdf?mcid=tGE4TAMA Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Cipolla & Co., LLC Vendor $1,312,587 851 Franklin Lake Rd Franklin Lakes, NJ 07417 Email: jcipolla@cipollacpa.com 2. Ryan Blanch Vendor $450,000 420 Lexington Ave, Suite 1402 PO Box 1057 New York, NY 10170 Email: rblanch@reputepr.com deb@reputepr.com 3. Red Seat Ventures, LLC Vendor $342,000 129 W 29th St, RM 600N New York, NY 10010 Email: skitchell@thefirsttv.com 4. iHeart Media Vendor $229,000 PO BOX 406372 Atlanta, GA 30384-6872 Email: robertamicucci@iheartmedia.com 5. DMR Construction Vendor $161,176 DMR Construction Services, Inc. 160 Hopper Ave Waldwick, NJ 07463 Email: mplante@dmrconstruct.com Jsidawi@dmrconstruct.com 6. The First Digital, Inc. Vendor $150,000 129 W 29th St, RM 600N New York, NY 10010 Email: skitchell@thefirsttv.com 7. Air-Ref HVAC Vendor $133,771 Air Ref Co., Inc. 2703 North Old Dixie Hwy Delray Beach, FL 33483 Email: jsidawi@dmrconstruct.com receivables@airref.com 8. Union City Board of Education Vendor $100,000 3912 32nd St Union City, NJ 070 Email: eweiner@weiner.law 9. Reed Smith LLP Vendor $82,283 2672 Paysphere Circle Chicago, IL 60674 Email: BWeese@reedsmith.com 10. Bloomberg Vendor $71,670 BLOOMBERG L.P. 731 Lexington Avenue New York, NY 10022 Email: korellana4@bloomberg.net jtallant@bloomberg.net 11. Distinctive Drywall Vendor $66,284 Distinctive Drywall Designs, LLC 995 NW 31st Ave Pompano Beach, FL 33069 Email: JSidawi@dmrconstruct.com distinctivedrywall@gmail.com 12. US Bancorp Fund Services, LLC Vendor $30,000 777 East Wisconsin Avenue Milwaukee, WI 5320 Email: mutual.funds.billing@usbank.com mutual.funds.billing@usbank.com 13. JZN Engineering, PC Vendor $24,461 99 Morris Avenue, Suite 302 Springfield, NJ 07081 Email: njundi@jznengineering.com 14. JOBS4BLUE Vendor $19,545 4400 US 9 South, Suite 3500 Freehold, NJ 07728 Email: ssullivan@jobs4blue.com 15. Snell & Wilmer Vendor $15,945 One Arizona Center 400 E. Van Buren, Suite 1900 Phoenix, AZ 85004 Email: dholden@swlaw.com 16. Repute PR Vendor $15,880 590 Madison Avenue, 21st Floor New York, NY 10022 Email: rblanch@reputepr.com 17. Crum & Forster Vendor $14,508 305 Madison Avenue Morristown, NJ 07960 Email: Diana.Sviontek@cfins.com 18. Edwin A. Reimon, P.E., C.M.E. Vendor $9,515 PO BOX 377 Rutherford, NJ 07070 Email: reimon5@msn.com 19. Flynn Engineering Services Vendor $9,322 241 Commercial Blvd. Lauderdale-By-The-Sea, FL 33308 Email: Joan@FlynnEngineering.com 20. Grand Expediters, Inc. Vendor $7,163 30 Broad Street, 14th Floor New York, NY 10004 Email: michaelgenari@grandexpeditersnyc.com 21. Hudson Property Vendor $7,101 Management, LLC PO Box 31 Hoboken, NJ 07030 Email: billing@hudsonpm.com 22. Hubspot, Inc. Vendor $6,000 25 First Street, 2nd Floor Cambridge, MA 02141 Email: billing@hubspot.com 23. City of Fort Myers Utilities Utilities $5,760 City of Fort Myers Financial Services Department 2600 Dr Martin Luther King Blvd Fort Myers, FL 33916 Email: utilitybilling@cityftmyers.com 24. JAMS Arbitration $5,100 29 Madison Ave, FL 22 Fees New York, NY 10017 Email: egonzalez@jamsadr.com 25. Thomas DiFabiis Vendor $4,521 Email: tdtemp@live.com 26. Glenn Glerum, P.C. Vendor $3,660 108 Old Prospect School Rd Sparta, NJ 07871-3314 Email: gmg251@aol.com 27. Reinard Agency Inc. Vendor $3,426 349 Bustleton Pike Feasterville, PA 19053 Email: kcreinard@reinardinsurance.com 28. DC Engineers, Inc. Vendor $3,075 Danielsen Consulting Engineers Inc. 12743 NW 13th Court Coral Springs, FL 33071 Email: sdanielsen@dcengineersinc.com 29. Lochrie & Chakas P.A. Vendor $2,624 1401 East Broward Blvd, Suite 303 Fort Lauderdale, FL 33301 Email: emendez@lochrielaw.com 30. Grandview Title Agency of Vendor $1,942 Bergen County 198 Boulevard Hasbrouck Heights, NJ 07604 Email: grandview.bergen@gmail.com NATIONWIDE FREIGHT: Seeks Cash Collateral Access ------------------------------------------------ Nationwide Freight Systems, Inc. asks the U.S. Bankruptcy Court for the District of Illinois, Eastern Division, for authority to use cash collateral and provide related relief. The Debtor's primary lender is PNC Bank National Association, which is currently owed approximately $640,000 which amount is secured by senior liens and security interests on all of the Debtor's assets. The Debtor and PNC have been engaged in a loan work-out for over two years during which period the Debtor has made substantial principal and interest payments to PNC pursuant to a series of Loan Amendments and Extensions. PNC also is the sponsor bank to the Debtor for a $773,000 PPP Loan. The Debtor is in the process of applying for loan forgiveness relating to PPP Loan 1. Advia Credit Union is the sponsor lender to the Debtor for a second PPP Loan for $286,000. The Debtor is also in the process of applying for loan forgiveness relating to PPP Loan 2. The current Loan Amendment between the Debtor and PNC is set to expire by its terms on June 30, 2022, at which point PNC expects the Debtor to pay the entire indebtedness due to PNC. The Debtor has been attempting for months to obtain replacement financing or an equity infusion to, among other things, pay off the secured indebtedness to PNC and for much needed working capital. To date, these efforts have been unsuccessful. In order to maintain uninterrupted business operations, the Debtor borrowed funds from two lenders secured, if at all, by junior liens on certain accounts receivable as follows: Lender Amount ------ ------ Vox Funding, LLC $462,489.72 Forward Financing LLC $132,000.00 The Debtor successfully worked through the substantial commercial and business issues presented by the Covid-19 pandemic. However, the recent blast of inflation, huge price increases relating to diesel fuel and extensive labor issues have significantly reduced the Debtor's margins and substantially impaired its cash flow. These events, coupled with PNC's unwillingness to further amend and extend the loan with the Debtor, triggered the filing of the Chapter 11 case. PNC, Vox and Forward Financing are creditors asserting liens and security interests against the Debtor's assets to secure underlying indebtedness due from the Debtor. PNC has recorded liens and security interests on the Debtor’s assets inclusive of accounts receivable. As of the Petition Date, PNC was owed approximately $640,000 by the Debtor. Vox recorded a lien on certain of the Debtor's accounts receivable and is asserting a claim in the amount of $462,490. Forward Financing has no recorded lien and is asserting a claim in the amount of $132,000. The Debtor projects it will generate more than sufficient cash flow to cover all operating expenses itemized in its monthly cash flow projections. The Debtor proposes to use cash collateral and provide adequate protection to the Secured Creditors upon these terms and conditions: A) The Debtor will permit the Secured Creditors to inspect, upon reasonable notice, within reasonable hours, the Debtor's books and records; B) The Debtor will maintain and pay premiums for insurance to cover all of its assets from fire, theft and water damage; C) The Debtor will, upon reasonable request, make available to the Secured Creditors evidence of that which purportedly constitutes its collateral or proceeds; D) The Debtor will properly maintain its assets in good repair and properly manage the business; and E) The Secured Creditors shall be granted valid, perfected, enforceable security interests in and to the Debtor's post-petition assets, including all proceeds and products which are now or hereafter become property of this estate to the extent and priority of their alleged pre-petition liens, if valid, but only to the extent of any diminution in the value of such assets during the period from the Petition Date through the next hearing on the use of cash collateral. A hearing on the matter is scheduled for June 13 at 9:30 a.m. via Zoom for Government. A copy of the motion is available at https://bit.ly/3tiZPEv from PacerMonitor.com. About Nationwide Freight Systems, Inc. Nationwide Freight Systems, Inc. is an asset-based transportation and logistics provider located in Elgin, Illinois. It provides transportation, logistics, and distribution services to the printing, retail, hospitality and textile industries, and also to many manufacturing and wholesale companies of various sizes. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-06364) on June 6, 2022. In the petition signed by Robert D. Kuehn, president, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Benjamin A. Goldgar oversees the case. David K. Welch, Esq. at Burke, Warren, Mackay and Serritella, PC is the Debtor's counsel. NEW ERA INVESTMENT: Taps Joel M. Aresty as Legal Counsel -------------------------------------------------------- New Era Investment Properties, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Joel M. Aresty, P.A. to serve as legal counsel in its Chapter 11 case. The firm's services include: a. advising the Debtor regarding its powers and duties and the continued management of its business operations; b. advising the Debtor regarding its responsibilities in complying with the U.S. trustee's operating guidelines and reporting requirements and with the rules of the court; c. preparing legal documents; d. protecting the interest of the Debtor in all matters pending before the court; and e. representing the Debtor in negotiation with its creditors in the preparation of a Chapter 11 plan. The firm will be paid an hourly fee of $440 and will be reimbursed for its out-of-pocket expenses. The retainer fee is $11,000. Joel Aresty, Esq., disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Joel M. Aresty, Esq. Joel M. Aresty, P.A. 309 1 st Ave S Tierra Verde FL 33715 Tel: (305) 904-1903 Fax: (800) 899-1870 Email: Aresty@Mac.com About New Era Investment Properties New Era Investment Properties, LLC sought Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 22-13834) on May 14, 2022, listing as much as $10 million in both assets and liabilities. Judge Laurel M. Isicoff oversees the case. Joel M. Aresty, Esq., at Joel M. Aresty, P.A. is the Debtor's legal counsel. NORTHWEST SENIOR: No Resident Care Concerns, PCO Report Says ------------------------------------------------------------ Susan N. Goodman on April 28, 2022, was selected to serve as the Patient Care Ombudsman in the Northwest Senior Housing Corporation, et al., case pursuant to the order of the U.S. Bankruptcy Court for the Northern District of Texas directing the appointment of PCO. Section 333 of the U.S. Bankruptcy Code requires the PCO to submit reports not later than 60 days after the date of appointment, and not less frequently than at 60-day intervals, thereafter. However, the PCO's consistent practice is to try and submit an initial report within 60 days of the filing of the bankruptcy petition if possible. Accordingly, the PCO filed a First Report detailing her initial engagement, site visit, and remote follow-up between appointment and the report filing date for Debtor Northwest Senior Housing Corp. d/b/a Edgemere. The Debtor's counsel quickly introduced PCO to the operational team responsible for care at the Debtor's assisted living ("AL"), memory assisted living "M-AL"), and nursing/skilled ("SNF") units. Collectively, these three units are called The Plaza at Edgemere. The Executive Director and The Plaza team also quickly engaged to facilitate the PCO's first site visit. The PCO's site visit and follow-up have not produced any resident concerns. As such, the PCO is comfortable maintaining the maximum, 60-day interval between this report and the anticipated, second report. Further, because the state/federal survey window is open for The Plaza, the PCO will remain engaged with leadership regarding the ultimate timing of this anticipated visit and its' associated findings. Edgemere consists of 304 independent living ("IL") apartments and an additional 200 units at The Plaza. At the highest level, all residential areas toured were noted to be clean, pleasant smelling, with several common areas where residents could engage in activities outside of their apartments/rooms. Visitor toilet facilities were likewise, clean, and well-supplied with paper products. The carpeted areas appeared to have regular cleaning and upkeep. While masks were not required of IL/Edgemere visitors, masking continued to be required at The Plaza. The staffing ratios on the M-AL unit were very good with one nurse, one medication aide, and three nurses' aides providing support to 26 residents. Again, this staffing was in addition to leadership staff as it related to the day shift. Staff were readily visible interacting with residents, with residents also coming to see the M-AL manager. Residents were noted to be in clean clothes without food soiling from previous meals noted. The PCO walked and interacted with residents, with no concerns noted. The PCO reviewed the web-based maintenance platform dashboard, noting that the team was current on work-orders with none open beyond 30 days. The PCO also observed the director interacting with a resident who was interested in energy efficient lighting strategies. At the time of the PCO's visit, the monthly fire drill had not yet been performed and smoke detector testing was scheduled. Prior to report filing, the director provided evidence of completion of both items as planned. No concerns noted. A copy of the First Interim Ombudsman Report is available for free at https://bit.ly/3Q1zJzC from Kurtzman Carson Consultants, LLC, claims agent. The Ombudsman may be reached at: Susan N. Goodman, Esq. PIVOT HEALTH LAW, LLC PO Box 69734 Oro Valley, AZ 85737 Tel: (520) 744-7061 E-mail: sgoodman@pivothealthaz.com About Northwest Senior Housing Corp. Northwest Senior Housing Corporation, doing business as Edgemere, is a Texas non-profit corporation and is exempt from federal income taxation as a charitable organization described under Section 501(c)(3) of the Internal Revenue Code of 1986, as amended. Northwest Senior Housing Corporation was formed for the purpose of developing, owning and operating a senior living community now known as Edgemere. Northwest Senior Housing Corporation and its affiliates sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Lead Case No. 22-30659) on April 14, 2022. The petitions were signed by Nick Harshfield, treasurer. At the time of the filing, Northwest Senior Housing listed $100 million to $500 million in both assets and liabilities. Judge Michelle V. Larson oversees the cases. Polsinelli, PC and FTI Consulting Inc. serve as the Debtors' legal counsel and business advisor, respectively. Kurtzman Carson Consultants, LLC, is the Debtors' notice, claims and balloting agent and administrative advisor. OLYMPIA SPORTS: Wins Interim Cash Collateral Access Thru July 31 ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Pennsylvania authorized Olympia Sports, Inc. to use cash collateral on an interim basis in accordance with the budget through July 31, 2022. The Small Business Administration asserts a security interest in, among other things, accounts receivable, equipment, inventory, and proceeds thereof, to secure its liens. The SBA has filed a UCC-1 Financing Statement. The Debtor is permitted to use cash collateral for these purposes: a. maintenance and preservation of its assets; b. the continued operation of its business, including but not limited to payroll, payroll taxes, employee expenses, and insurance costs; c. the completion of work-in-process; and d. the purchase of replacement inventory. The Court also authorized the Debtor to pay wages to current employees in order to assure the ability to remain in business. The Debtor's motion as it relates to determining whether Adidas is designated as a critical vendor is dismissed without prejudice. As adequate protection for use of cash collateral, the Secured Creditor is granted a replacement perfected security interest under Section 361(2) of the Bankruptcy Code to the extent the Secured Creditor's cash collateral is used by the Debtor. To the extent the adequate protection provided proves insufficient to protect the Secured Creditor's interest in and to the cash collateral, the Secured Creditor will have a superpriority administrative expense claim, pursuant to Section 507(b) of the Bankruptcy Code, senior to any and all claims against the Debtor under Section 507(a) of the Bankruptcy Code. The Debtor is also directed to make $731 in monthly payments to the SBA. The payments are to be made the first of every month beginning April 1. The final hearing on the matter is scheduled for July 15 at 12:30 p.m. A copy of the order and the Debtor's budget for the period from April to August 2022 is available for free at https://bit.ly/3xdWNDV from PacerMonitor.com. The Debtor projects $26,404 in total revenue and $29,212 in total expenses for June 2022. About Olympia Sports, Inc. Olympia Sports, Inc. owns and operates a shoes and clothing retail store. Olympia Sports sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Pa. Case No. 22-10535) on March 2, 2022. In the petition signed by Jae Ko, president, the Debtor disclosed $426,214 in assets and $1,001,666 in liabilities. Judge Ashely M. Chan oversees the case. Robert N. Braverman, Esq., at McDowell Law, PC is the Debtor's counsel. PACWEST BANCORP: Fitch Rates $500MM Series A Preferred Stock 'BB-' ------------------------------------------------------------------ Fitch Ratings has assigned a 'BB-' rating to PacWest Bancorp's (PACW; BBB/Negative) offering of $500 million non-cumulative perpetual preferred stock, Series A. The purpose of the issuance is to increase PACW's Tier 1 capital. KEY RATING DRIVERS Per Fitch's Bank Rating Criteria, published Nov. 12, 2021, PACW's preferred shares are notched four levels below its 'bbb' Viability Rating (VR); two notches for loss severity given the securities' deep subordination in the capital structure, and two notches for non-performance given that the securities' coupon is non-cumulative and fully discretionary. In April 2022, Fitch revised PACW's Rating Outlook to Negative from Stable, driven by a decline in PACW's CET1 ratio to 8.64% as of 1Q22, which is below Fitch's rating sensitivity threshold. The decline in 4Q21 was the result of PACW's use of cash for a strategic acquisition and stronger than expected loan growth. Fitch expects to resolve the Outlook over the course of the next 6-12 months. Resolution could be based on evidence of management actions supporting a positive trajectory in PACW's CET1 ratio above 9%. RATING SENSITIVITIES Factors that could, individually or collectively, lead to negative rating action/downgrade: -- PACW's preferred stock rating could be downgraded in line with a downgrade of PACW's VR or following a negative reassessment of loss severity under a resolution scenario. Factors that could, individually or collectively, lead to positive rating action/upgrade: -- PACW's preferred stock rating could be upgraded in line with an upgrade of PACW's VR. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Financial Institutions and Covered Bond issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. DEBT RATING ---- ------ PacWest Bancorp preferred LT BB- New Rating PANHANDLE PAWN: Gets OK to Hire NAI TALCOR as Real Estate Broker ---------------------------------------------------------------- Panhandle Pawn & Gun, LLC received approval from the U.S. Bankruptcy Court for the Northern District of Florida to employ NAI TALCOR Commercial Real Estate Services as its real estate broker. The Debtor requires a real estate broker to market for sale its commercial property located at 2545 Commercial Park Drive, Marianna, Fla. NAI TALCOR will be paid a commission of 8 percent of the sales price. Jep Dove, a partner at NAI TALCOR, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jep Dove NAI TALCOR Commercial Real Estate Services 1018 Thomasville Rd Suite 200A Tallahassee, FL 32303 Tel: (850) 224-2300 Direct Line: +1 (850) 224 2300 Fax: +1 (850) 425 1114 About Panhandle Pawn & Gun Panhandle Pawn & Gun, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Fla. Case No. 22-50007) on Jan. 26, 2022, listing as much as $1 million in both assets and liabilities. Jodi D. Dubose serves as Subchapter V trustee. Judge Karen K. Specie oversees the case. Byron Wright, III, Esq., at Bruner Wright, P.A. serves as the Debtor's legal counsel. POMMEL MEADOWS: Files Emergency Bid to Use Cash Collateral ---------------------------------------------------------- Pommel Meadows Hospitality, LLC asks the U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, for authority to use cash collateral to continue its business operations. The Debtor has three principal secured creditors who may assert an interest in cash collateral: a. The Harris County taxing authorities are owed approximately $89,000 for ad valorem taxes; b. DCR Mortgage 10 Sub 3, LLC holds two mortgages on the Debtor's real property located at 5755 Bayport Blvd., Seabrook, TX 77586 in the amount of roughly $5.2 million; and c. The U.S. Small Business Administration extended an EIDL loan in the amount of $500,000, which is secured by all the Debtor's property. The Debtor has faced cash-flow difficulties related to the effects of the COVID-19 pandemic. Consequences of this included the Debtor falling behind on certain obligations, the Debtor needing to enter into a forbearance agreement with DCR, and two of the Debtor's vendors obtaining judgments against the Debtor. In this regard, the Harris County Constable levied upon the Debtor's real property located at 5755 Bayport Blvd., Seabrook, TX 77586 and had scheduled an execution sale for June 7, 2022. The Debtor was not able to successfully reach agreements with its affected creditors and elected to file bankruptcy to deal with all its creditors in one forum, as opposed to allowing a sale to effectively shut down operations. The Debtor proposes to provide adequate protection to the parties with an interest in cash collateral in the following manner: a. The Debtor will provide all creditors with an interest in cash collateral with a replacement lien upon assets obtained post-petition to the same extent, priority, and validity as their pre-petition liens. b. At the final hearing, the Debtor will provide for adequate protection payments during the pendency of the case in an amount sufficient to protect all parties with an interest in cash collateral from diminishment in the value of their collateral. A copy of the motion and the Debtor's June 2022 budget is available at https://bit.ly/3aCEPCk from PacerMonitor.com. The Debtor projects $131,127 in total sales and $86,865 in total operating expenses. About Pommel Meadows Hospitality, LLC Pommel Meadows Hospitality, LLC operates a Best Western Plus known as Best Western Plus Seabrook Suites located at 5755 Bayport Blvd., Seabrook, TX 77586. The hotel features 85 rooms with a restaurant on-site, complimentary breakfast, a cocktail lounge, an outdoor pool, and an exercise facility. The hotel is located 2.0 miles from the Kemah Boardwalk, 5.0 miles from the Johnson Space Center and 6.8 miles from the Pasadena Convention Center. The property was built in 2008. Pommel Meadows acquired the property in 2018. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-31579) on June 6, 2022. In the petition signed by Danish Khan, managing member, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Jeffrey P. Norman oversees the case. Stephen W. Sather, Esq., at Barron and Newburger, PC is the Debtor's counsel. PRITHVI INVESTMENTS: Wins Access to Cash Collateral --------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of California, San Francisco Division, authorized Prithvi Investments, LLC to use cash collateral on an interim basis in accordance with the budget, with a 10% variance and provide adequate protection. As adequate protection, Poppy Bank and the U.S. Small Business Administration are granted a lien and security interest in all assets of the Debtor acquired on or after May 25, 2022. The terms and conditions of the Order will be binding upon, and inure to the benefit of, the Secured Creditors, and the Debtor-in-Possession and their respective successors and assigns (including, but not limited to, any trustee or trustees hereafter appointed or elected under any chapter or section of the Bankruptcy Code as a representative of the Debtor-in-Possession's estate). The provisions of the Order and any actions taken pursuant thereto will survive the entry of any order which may be entered (a) appointing a trustee in the Case, (b) converting the Case from a Chapter 11 to a Chapter 7; or (c) dismissing the Case, and the terms of the provisions of the Order as well as priorities in payments, liens and security interests granted pursuant to the Order and as set forth in Bankruptcy Code section 507 will continue in full force and effect notwithstanding the entry of any such order, until all the obligations owing to the Secured Creditors in the Order are indefeasibly satisfied and discharged in accordance with their terms. A second interim hearing on the matter is scheduled for June 16 at 10:30 a.m. Objections are due June 15. A copy of the order and the Debtor's budget from May 27 to September 30, 2022 is available at https://bit.ly/3PVOzrg from PacerMonitor.com. The Debtor projects total expenses as follows: $1,279 for the week ending May 27, 2022; $11,584 for the week ending June 3, 2022; $2,284 for the week ending June 10, 2022; $11,450 for the week ending June 17, 2022; $2,370 for the week ending June 24, 2022; $52,907 for the six days ending June 30, 2022; $164,382 for the month ending July 31, 2022; $169,382 for the month ending August 31, 2022; and $147,446 for the month ending September 30, 2022. -------- $563,087 Total About Prithvi Investments, LLC Prithvi Investments, LLC C owns and operates a 64-room Quality Inn and Suites hotel in Santa Rosa, California. In addition to providing guest rooms, the Hotel has a breakfast dining area and a fitness room. The Hotel has 68 parking spaces and operates under a license agreement with Choice Hotel, International Inc. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 22-30259) on May 25, 2022. In the petition filed by Hitesh Patel, president, the Debtor disclosed up to $50 million in both assets and liabilities. Christopher D. Sullivan, Esq., at Diamond McCarthy LLP is the Debtor's counsel. PROJECT BOOST: Fitch Raises LongTerm Issuer Default Rating to 'B' ----------------------------------------------------------------- Fitch Ratings has upgraded the Long-Term Issuer Default Rating (IDR) of Project Boost Purchaser, LLC and its parent Boost Parent, LP (d/b/a J.D. Power) to 'B' from 'B-'. The Rating Outlook is Stable. Fitch has also upgraded the company's first-lien senior secured revolver and term loan to 'BB-'/'RR2' from 'B+'/'RR2'. The auto end market the company serves has held up through coronavirus pandemic, and the company's core businesses are robust. Fitch projects stable and strong FCF generation over the rating horizon. Leverage will likely remain near 7.0x, but the strong fundamentals limit credit default risk compared with other issuers in Fitch's 'B-' to 'B' coverage universe. KEY RATING DRIVERS High Leverage: High gross leverage is a limiting factor for the IDR, but it is improving. Fitch projects the company will end the year with leverage near 7.0x, down from 8.0x at the end of 2021. Leverage could be below 7.0x in the coming years, partially supported by a highly recurring business model with significant cash flow predictability. However, Fitch believes leverage will remain high due to additional M&A and/or cash distributions to shareholders. The credit agreement provides significant flexibility to increase leverage, with relatively lenient maintenance covenants. Focus on M&A: Fitch expects J.D. Power will continue to prioritize its cash for M&A in the future, with a focus on higher margin data and analytics capabilities. The company has aggressively used its balance sheet to consolidate industry players since the 2019 merger of J.D. Power and Autodata Solutions Group, Inc. The rapid pace of acquisitions in recent years enabled the company to meaningfully increase its scale but presents credit risk given the high leverage profile and integration risks. Macro Uncertainty: The global auto segment continues to recover from the pandemic, but inflation (especially in the energy sector) and higher interest rates could put the brakes on demand. J.D. Power's revenue declined 15% during the pandemic trough in 2Q20 as auto sales slowed, but it has rebounded along with auto sales. Cost-saving initiatives helped offset revenue pressures for the company, with reported EBITDA up in 2021, and they are projecting continued improvement in 2022. Liquidity, Maturity Risk Limited: Fitch views liquidity and maturity risk as limited in the medium term despite continued macro concerns. Even in a stressed scenario, Fitch believes J.D. Power could generate EBITDA near $200 million or higher per year. With cash interest expense, taxes and capex projected in the low- to mid-$100 million range and minimal working capital needs, this provides the company headroom to generate positive cash flow, even in a downside scenario. It also has a $80 million secured revolver that provides additional flexibility. Maturity risk is also limited given its current debt structure was put in place in 2019 with the merger, and its nearest maturity is 2024. Increased Scale: Fitch views increased scale and diversification into new data and analytics solutions as positive for the rating. The company is projecting annual revenue of more than $600 million and EBITDA approaching $300 million for 2022. Fitch believes J.D. Power's increased scale could help strengthen its overall competitive position. However, customer concentration risk remains, which is negative for the rating. Critical, Industry Embedded Data Sets: Fitch believes J.D. Power's data sets are critical to its customers' workflows and are difficult to replicate. This is likely evidenced by more than 75% of its customers having tenure of 10 or more years and customer revenue retention near 110%. Its products are highly embedded in the decision-making processes, with multiple customer touch points across the value chain. J.D. Power's offerings outside of auto to industries such as financial services, and utilities are less entrenched but provide some diversification. Recurring Revenue Business Model: Subscription-based revenue constitutes the majority of the mix (more than 75% of sales), which Fitch believes provides significant visibility and stability to FCF generation. A meaningful portion of customers operate under annual or multiyear contracts, and net revenue retention has been high historically and more than 100%. The company also has limited working capital and capex requirements, which translates to strong FCF conversion metrics that Fitch projects could be near 40% or more of EBITDA in the coming years. Concentrated Exposure to Cyclical Market: The business is heavily reliant on the auto industry, constituting more than 80% of revenue including manufacturers (Ford Motor Company, General Motors Company, and others), dealers and suppliers. J.D. Power experienced a roughly 13% revenue decline during the 2008-2009 recession, and adjusted EBITDA margin contracted to 10% from 12% while legacy Autodata sales fell in the high single-digit percentage range. This was much better than the more than 50% U.S. SAAR decline from its 2005 peak to early 2009 trough. J.D. Power now has a greater mix of contractual revenues, which should mitigate some industry cyclicality, but Fitch believes the business would still be hurt in an economic slowdown. DERIVATION SUMMARY Fitch's IDR reflects J.D. Power's position as a market leader in data and analytics solutions for the automotive industry, with strong market share and high brand awareness among industry participants. The company has a growing top-line largely composed of recurring revenues, strong EBITDA margins in the mid-40% range and a solid FCF generation profile. Each of these attributes positions it well versus other data/analytics companies Fitch reviews. These factors are partially offset by lack of end-market diversification (a majority of its business is exposed to auto), cyclicality inherent in the auto industry, customer concentration and high financial leverage. Gross leverage near 7.0x has improved due to the company's strong recent results. Leverage and lack of diversification are key limiting factors that Fitch believes positions the IDR in the 'B' rating category. KEY ASSUMPTIONS Fitch's Key Assumptions Within Its Rating Case For The Issuer: -- Management's revenue projection for 2022 accepted, but Fitch assumes weaker demand in the next 12 to 18 months and models a flat top line for 2023 with a return to low single-digit growth in the following years; -- EBITDA margins improve in 2021 as the auto recovery continues and cost-saving initiatives taken during the coronavirus pandemic flow through. Fitch assumes modest margin expansion beyond the current year; -- FCF remains relatively strong over the rating horizon; -- Fitch has not modelled additional M&A, but believes the company will allocate the majority of its excess cash flow to incremental acquisitions. Recovery Assumptions: For entities rated 'B+' and below, where default is closer and recovery prospects are more meaningful to investors, Fitch undertakes a tailored, or bespoke, analysis of recovery upon default for each issuance. The resulting debt instrument rating includes a Recovery Rating or published 'RR' (graded from 'RR1' to 'RR6') and is notched from the IDR accordingly. In this analysis, there are three steps: (i) estimating the distressed enterprise value (EV); (ii) estimating creditor claims; and (iii) distribution of value. Fitch assumes J.D. Power would emerge from a default scenario under the going concern approach versus liquidation. Key assumptions used in the recovery analysis are as follows: -- Fitch estimates going concern EBITDA near $215 million, or approximately 25% to 30% below pro forma EBITDA including projected cost savings and pending M&A; -- Fitch assumes an 8.0x multiple, which is in-line with Fitch's assessment of historical trading multiples in the data & analytics industry, sector M&A, and historic bankruptcy emergence multiples Fitch has observed in the technology, media and telecom (TMT) sectors. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Leverage sustained at or below 6.0x; -- Interest coverage approaching 2.5x or higher over a multi-year horizon; -- (CFO -- Capex)/total debt with equity credit above 7.5% on a sustained basis. Factors that could, individually or collectively, lead to negative rating action/downgrade: --Fitch could downgrade the IDR if leverage is expected to remain above 7.5x for a sustained period; -- Adverse operating performance, material changes to industry dynamics and/or the loss of a key customer that meaningfully alters the overall operating profile; -- (CFO -- Capex)/total debt with equity credit below 2.5% on a sustained basis. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE Sufficient Liquidity: J.D. Power has sufficient liquidity to navigate its business even through a moderate downturn. The pace of M&A will likely be a determining factor in the level of liquidity over time. The company had $138 million of cash at the end of 2021, and Fitch projects FCF of more than $100 million in 2022. Liquidity is further supported by a first-lien, senior secured $80 million, undrawn revolver. Fitch estimates FCF could range from $100 million to $150 million per year over the next few years. Debt Profile: The company's debt structure consists of a mix of first-lien secured term loans ($1.6 billion, or 78% of debt) and second-lien term loans ($455 million, or 22% of debt). The company also has an $80 million first-lien secured revolver in place that is undrawn. All of its debt is floating rate and matures in 2024-2027. ISSUER PROFILE Boost Parent is the parent company and financial statement filer for J.D. Power, Autodata and other related automotive-centric data and analytics operations. Boost Parent's intermediate subsidiary, Project Boost Purchaser, is the borrower on outstanding debt and operated as the acquisition entity for acquisitions since 2019. J.D. Power is a market leader in data and analytics solutions for the automotive industry, with high market share and brand awareness among industry participants. Boost Parent was formed in 2019 for the purpose of M&A in the segment, while the core underlying brands, JD Power and Autodata, were founded in 1968 and 1992, respectively. The company is a private company owned by Thoma Bravo. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. DEBT RATING RECOVERY PRIOR ---- ------ -------- ----- Boost Parent, LP LT IDR B Upgrade B- Project Boost LT IDR B Upgrade B- Purchaser, LLC senior secured LT BB- Upgrade RR2 B+ PWP INVESTMENTS: Seeks Chapter 11 Bankruptcy Protection ------------------------------------------------------- PWP Investments, LLC, filed for chapter 11 protection in the District of Central California without stating a reason. According to court filing, PWP Investments estimates between 1 and 49 unsecured creditors. The bare-bones petition states funds will be available to unsecured creditors. The Debtor's formal schedules of assets and liabilities and statement of financial affairs are due June 15, 2022. A telephonic meeting of creditors under 11 U.S.C. Section 341(a) is slated for July 7, 2022 at 9:15 A.M. About PWP Investments LLC PWP Investments, LLC is in the Real Estate Investment Trusts business. PWP Investments, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-13044) on June 1, 2022. In the petition filed by Christopher C Uyan, as managing member, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The case is assigned to Honorable Bankruptcy Judge Ernest M. Robles. The Debtor's counsel: Thomas B Ure Ure Law Firm Tel: 213-202-6070 E-mail: tbuesq@aol.com REPLICEL LIFE: Andrew Schutte Reports 18.55% Equity Stake --------------------------------------------------------- Andrew Schutte, a director of Replicel Life Sciences Inc., disclosed in a Schedule 13D/A filed with the Securities and Exchange Commission that as of May 4, 2022, he beneficially owns 8,351,535 common shares of the Company, representing 18.55 percent of the shares outstanding. The percentage was calculated based on the aggregate of 45,021,496 common shares, which consists of: (i) 42,749,565 common shares outstanding as of May 4, 2022, (ii) 303,030 common shares that may be issuable on conversion of class A preference shares, (iii) 355,000 common shares that may be issuable on exercise of options and (iv) 1,613,901 common shares that may be issuable on exercise of warrants, all within sixty days, pursuant to Rule 13d-3 of the Act. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1205059/000108503722000028/schedule13dajune2022.htm About Replicel RepliCel is a regenerative medicine company focused on developing cell therapies for aesthetic and orthopedic conditions affecting what the Company believes is approximately one in three people in industrialized nations, including aging/sun-damaged skin, pattern baldness, and chronic tendon degeneration. These conditions, often associated with aging, are caused by a deficit of healthy cells required for normal tissue healing and function. These cell therapy product candidates are based on RepliCel's innovative technology, utilizing cell populations isolated from a patient's healthy hair follicles. Replicel reported a net loss and comprehensive loss of C$1.58 million for the year ended Dec. 31, 2020, compared to a net loss and comprehensive loss of C$3 million for the year ended Dec. 31, 2019. Vancouver, British Columbia-based BDO Canada LLP, the Company's auditor since 2010, issued a "going concern" qualification in its report dated April 30, 2021, citing that the Company has accumulated losses of $38,158,327 since its inception and incurred a loss of $1,580,285 during the year ended Dec. 31, 2020. These events or conditions, along with other matters, indicate that a material uncertainty exists that may cast substantial doubt about its ability to continue as a going concern. REPLICEL LIFE: Provides Default Status Update --------------------------------------------- RepliCel Life Sciences Inc. provided a default status report in accordance with the alternative information guidelines set out in National Policy 12-203 - Management Cease Trade Orders ("NP 12-203"). On May 3, 2022, the Company announced that it made an application to the British Columbia Securities Commission (the "BCSC") to approve a temporary management cease trade order ("MCTO") on the basis that it would be unable to file its annual financial statements, accompanying management's discussion and analysis and required certifications for the year ended Dec. 31, 2021 on or before the prescribed filing deadline of May 2, 2022 as required by National Instrument 51-102, Continuous Disclosure Obligations and NI 52-109, Certification of Disclosure in Issuer's Annual and Interim Filings, respectively. The application was approved by the BCSC on May 2, 2022 and the MCTO was issued by the BCSC on May 3, 2022. The MCTO prohibits trading in securities of the Company by certain insiders of the Company, whether direct or indirect. The MCTO requires the Annual Filings to be filed on or before June 30, 2022. The Company anticipates that the Annual Filings will be filed on or before June 15, 2022. There have been no material changes to the information contained in the Default Announcement or any other changes required to be disclosed under NP 12-203. The Company will continue to provide bi-weekly updates, as required by NP 12-203, until the Annual Filings have been filed. The Company confirms it will continue to satisfy the provisions of the alternative information guidelines set out in Sections 9 and 10 of NP 12-203 so long as it remains in default of the requirement to file the Annual Filings. About Replicel RepliCel is a regenerative medicine company focused on developing cell therapies for aesthetic and orthopedic conditions affecting what the Company believes is approximately one in three people in industrialized nations, including aging/sun-damaged skin, pattern baldness, and chronic tendon degeneration. These conditions, often associated with aging, are caused by a deficit of healthy cells required for normal tissue healing and function. These cell therapy product candidates are based on RepliCel's innovative technology, utilizing cell populations isolated from a patient's healthy hair follicles. Replicel reported a net loss and comprehensive loss of C$1.58 million for the year ended Dec. 31, 2020, compared to a net loss and comprehensive loss of C$3 million for the year ended Dec. 31, 2019. Vancouver, British Columbia-based BDO Canada LLP, the Company's auditor since 2010, issued a "going concern" qualification in its report dated April 30, 2021, citing that the Company has accumulated losses of $38,158,327 since its inception and incurred a loss of $1,580,285 during the year ended Dec. 31, 2020. These events or conditions, along with other matters, indicate that a material uncertainty exists that may cast substantial doubt about its ability to continue as a going concern. REWALK ROBOTICS: Board OKs $8 Million Share Repurchase Program -------------------------------------------------------------- ReWalk Robotics Ltd.'s Board of Directors has approved a program to repurchase up to $8 million of its Ordinary Shares, par value NIS 0.25 per share. The program is subject to receipt of court approval, and ReWalk has filed a motion requesting permission to make purchases for a period of six months following the date of the court's authorization. "We are pleased to announce this repurchase program to benefit all shareholders at a time when we believe our stock is undervalued," stated Jeff Dykan, chairman of the Board. "The Board approved the program as part of its ongoing consideration of alternative methods to take advantage of the Company's strong cash position and based on the input of our shareholders. We believe the program represents a prudent use of the Company's capital and signals the Board's confidence in our long-term prospects - with pivotal decisions expected in 2022 regarding coverage in the U.S. and in Germany. We remain committed to utilizing our cash to support growth and maximize shareholder value." The share repurchase program was unanimously approved by the Board. The Board believes that a share repurchase program at this time is in the best interests of the Company and its shareholders, and will not impact ReWalk's ability to execute its growth plans. Under the program, share repurchases may be made from time to time using a variety of methods, including open market transactions or in privately negotiated transactions. Such repurchases will be made in accordance with all applicable securities laws and regulations, including restrictions relating to volume, price and timing under applicable law, including Rule 10b-18 under the United States Securities Exchange Act of 1934, as amended. The timing and amount of shares repurchased will be determined by the Company's management, within guidelines to be established by the Board or a committee thereof, based on its ongoing evaluation of ReWalk's capital needs, market conditions, the trading price of the Company's shares, trading volume and other factors, subject to applicable law. For all or a portion of the authorized repurchase amount, ReWalk may enter into a plan compliant with Rule 10b5-1 of the 1934 Act that is designed to facilitate these repurchases. The repurchase program does not require ReWalk to acquire a specific number of shares, and may be suspended or discontinued at any time. The share repurchases will be funded from available working capital. About ReWalk Robotics ReWalk Robotics Ltd. -- http://www.rewalk.com-- develops, manufactures, and markets wearable robotic exoskeletons for individuals with lower limb disabilities as a result of spinal cord injury or stroke. ReWalk's mission is to fundamentally change the quality of life for individuals with lower limb disability through the creation and development of market leading robotic technologies. Founded in 2001, ReWalk has headquarters in the U.S., Israel and Germany. ReWalk Robotics reported a net loss of $12.74 million for the year ended Dec. 31, 2021, a net loss of $12.98 million for the year ended Dec. 31, 2020, a net loss of $15.55 million for the year ended Dec. 31, 2019, a net loss of $21.67 million for the year ended Dec. 31, 2018, and a net loss of $24.72 million for the year ended Dec. 31, 2017. As of March 31, 2022, the Company had $90 million in total assets, $4.81 million in total liabilities, and $85.19 million in total shareholders' equity. RHCSC GAINESVILLE: No Decline in Resident Care, PCO Says -------------------------------------------------------- Melanie S. McNeil, Esq., the duly appointed Patient Care Ombudsman for RHCSC Gainesville AL Holdings LLC, a Debtor Affiliate of Regional Housing & Community Services Corp., filed with the U.S. Bankruptcy Court for the Northern District of Georgia a Fourth Patient Care Ombudsman report regarding the Debtor's personal care home. The Debtor, Regional Housing & Community Services Corp., is the governing body for six personal care homes located in Georgia. The U.S. Trustee has appointed Melanie S. McNeil, Esq., to serve as the Patient Care Ombudsman for the residents who live in the facilities located in Georgia. The fourth report covers the debtor facility known as The Landings of Gainesville, which is licensed for 50 beds. An Ombudsman Representative for the Office of the State Long Term Care Ombudsman visited the facility and reported as follows: * The Landings of Gainesville was visited on May 14, 2022. The OR visited with 10 residents, and direct care staff. No complaints were made to the OR. Residents appeared clean and well groomed. The OR did not receive any complaints. The OR reported that the residents all stated they were pleased with the care. The residents all appeared well groomed and happy. The building inside was clean and neat and the temperature was comfortable. * The outside of the building was over-grown. The OR noted that refreshments were available to the residents. Activities were also available including games, books, and puzzles appropriate for residents including memory care residents, and TV was available. The OR did not note any decline in resident care since the last visit. The Patient Care Ombudsman found no decline in resident care for this personal care home since the last visit. A copy of the Fourth Ombudsman Report is available for free at https://bit.ly/3zgXs8S from PacerMonitor.com. The Ombudsman may be reached at: MELANIE S. MCNEIL, Esq 2 Peachtree Street NW, 33rd Floor Atlanta, GA 30303 Telephone: 404-657-5327(O) 404-416-0211 (Cell) Facsimile: 404-463-8384 Email: Melanie.McNeil@osltco.ga.gov About Regional Housing & Community Services Regional Housing & Community Services Corp. and its affiliates filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Lead Case No. 21-41034) on Aug. 26, 2021. At the time of the filing, Regional Housing & Community Services listed as much as $100,000 in both assets and liabilities. Judge Paul W. Bonapfel oversees the cases. The Debtors tapped Scroggins & Williamson, P.C. as legal counsel; GGG Partners, LLC as interim management services provider; and SLIB II, Inc., doing business as Senior Living Investment Brokerage, as investment banker. Kurtzman Carson Consultants, LLC is the claims, noticing and balloting agent. Greenberg Traurig, LLP serves as counsel for indenture trustee, UMB Bank, N.A. RUDRA INVESTMENTS: 3rd Patel Hotel Files for Chapter 11 ------------------------------------------------------- Rudra Investments, LLC, d/b/a Holiday Inn Express Santa Rosa, filed for chapter 11 protection in the Northern District of California. The Debtor owns and operates a 98-room hotel in Santa Rosa, California dba Holiday Inn Express Santa Rosa. The Hotel, in addition to the rooms, has a breakfast dining area, an outdoor pool, a fitness room, a lobby workstation, and a market pantry. The Hotel operates under a license agreement with Holiday Inn Express. The Debtor is one of eight LLCs owned by the family of Bhavesh and Hitesh Patel that own and operate various 14 hotels in California. Due to the significant interruption in business by the Covid Pandemic, three of the LLCs have been forced to file Chapter 11 to reorganize their debts. The history of the Patel hotel business begins in 1980 when Bhavesh and Hitesh Patel's parents, Jashvant and Hansaben Patel, leased the Fairfax Hotel. Over the years, Jashvant and Hansaben Patel added multiple hotels to the family business and formed different entities to own them. Their sons Bhavesh Patel and Hitesh Patel joined in 2007 (Hitesh) and 2007 (Bhavesh). On October 19, 2019, Jashvant Patel passed away, and Bhavesh and Hitesh took over many more responsibilities in the family's hotel operations. Hitesh Patel is the Debtor’s Manager. The primary business cause of the Chapter 11 filing was the drastic reduction in room revenue over the past several years from the Covid pandemic. The Hotel's revenue for 2020 was $422,000 but improved in 2021 to $2,069,000. The Debtor anticipates that 2022 will be significantly better as we continue to exit the Covid Pandemic. The immediate cause for the Chapter 11 filing was litigation initiated by CPIF and Access Financial. The lawsuits were the initial steps to the appointment of a receiver and a writ of possession for the Hotel's personal property. In addition, CPIF recorded a Notice of Trustee's Sale with a nonjudicial foreclosure sale set for June 24, 202 * * * According to court documents, Rudra Investments estimates between 1 and 49 unsecured creditors. The petition states funds will be available to unsecured creditors. A tele/videoconference meeting of creditors under 11 U.S.C. Section 341(a) is slated for June 28, 2022 at 02:30 P.M. About Rudra Investments Rudra Investments, LLC, doing business as Holiday Inn Express Santa Rosa, owns a 98-room hotel doing business as Holiday Inn Express located at 2632 Cleveland Ave. Santa Rosa, Calif., valued at $32 million. Rudra Investments is one of eight LLCs owned by the family of Bhavesh and Hitesh Patel that own and operate various 14 hotels in California. Due to the significant interruption in business by the Covid Pandemic, three of the LLCs, including Prithvi Investments, LLC, Rudra Investments, LLC, and Hansaben LLC, have been forced to file Chapter 11 to reorganize their debts. Rudra Investments sought Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 22-30275) on June 1, 2022. In the petition filed by Hitesh Patel, as manager, the Debtor estimated assets and liabilities between $10 million and $50 million each. The case is assigned to Honorable Bankruptcy Judge Hannah L. Blumenstiel. Stephen D. Finestone, Esq., of FINESTONE HAYES LLP, is the Debtor's counsel. RUSSIAN MEDIA: Has Deal on Cash Collateral Access ------------------------------------------------- Russian Media Group, LLC and TD Bank, N.A. advised the U.S. Bankruptcy Court for the Eastern District of New York that they have reached an agreement regarding the Debtor's use of cash collateral and now desire to memorialize the terms of this agreement into an agreed order. Prior to the Petition Date, the Debtor entered into a Promissory Note dated March 30, 2017, with TD Bank, whereby the Lender loaned the principal sum of $85,000 to the Debtor, which obligation was evidenced by a Business Loan Agreement dated March 30, 2017 and secured pursuant to, inter alia, a Commercial Security Agreement dated March 30, 2017. The Security Agreement, among other things, granted to the Lender a security interest in all of the Debtor's assets. The Lender's security interest in the collateral was perfected pursuant to a UCC-1 Financing Statement filed on April 24, 2017 with the Secretary of State of Connecticut, bearing filing number 0003175446. The Lender holds a first priority perfected security interest in the collateral to secure the Debtor's indebtedness to the Lender under the Loan Documents, not subject to any offset, claim or defense by the Debtor. As of Petition Date, the Debtor owes the Lender not less than $35,116, plus interest, costs, fees, attorney's fees and other charges pursuant to the Loan Documents which continue to accrue, and the Debtor acknowledged that the Claim constitutes an allowed claim against the Debtor's estate subject to section 506(c) of the Bankruptcy Code. The Lender has agreed to allow the use of cash collateral in accordance with the monthly budget, with a 10% variance. As adequate protection, the Lender would retain its first priority liens and security interests in the collateral and the proceeds thereof, the Lender's liens and security interests would be deemed valid, perfected and enforceable on the Petition Date, and such liens and security interests would continue in full force and effect, and continue to encumber the collateral. As further adequate protection, the Debtor will pay $1,000 to the lender per month starting February 2022. These events constitute an "Event of Default:" a. reversal, stay, vacature or modification of the Stipulated Order; b. appointment of a Chapter 11 trustee in, or dismissal or conversion of, the Debtor's case to a Chapter 7 case; c. the filing of any motion by the Debtor seeking to prime or subordinate any lien or security interest of the Lender to encumber any or all collateral subject to such lien or security interest without the consent of the Lender; d. failure to comply with the terms of the Stipulated Order; e. failure to comply with the terms, conditions and covenants contained in the Loan Documents; f. failure to maintain insurance as is required by the terms of the Loan Documents; g. failure to make any payment to Lender in accordance with the terms of the Stipulated Order; h. failure to timely file Monthly Operating Reports; i. failure of an Orer Authorizing Use of Cash Collateral to be entered by April 30, 2022; j. failure to confirm a plan of reorganization or liquidation by October 1, 2022, provided that the Debtor will have the right to seek to extend this deadline for cause shown; and k. commencement of a Lien Challenge as against Lender. The Debtor's ability to use cash collateral will terminate on the earlier of (a) three days following written notice of any Event of Default given by Lender and/or its counsel to the Debtor's counsel with a copy to the U.S. Trustee, or (b) on October 1, 2022, which date the Debtor may seek to extend for cause shown. A copy of the motion is available at https://bit.ly/3xnqmmn from PacerMonitor.com. About Russian Media Group Russian Media Group, LLC, a Brooklyn, N.Y.-based company doing business as TRN-WMNB, filed a petition for Chapter 11 protection (Bankr. E.D.N.Y. Case No. 21-41741) on July 1, 2021, listing $625,956 in assets and $1,532,402 in liabilities. Sam Katsman, vice-president of Russian Media Group, signed the petition. Judge Elizabeth S. Stong oversees the case. The Law Offices of Alla Kachan, P.C. and Wisdom Professional Services Inc. serve as the Debtor's legal counsel and accountant, respectively. SUNLIGHT RIVER: Seeks to Hire Sefton Engineering Consultants ------------------------------------------------------------ Sunlight River Crossing, LLC seeks approval from the U.S. Bankruptcy Court for the District of Arizona to employ Sefton Engineering Consultants, LLC to perform engineering work at its property located in Cornville, Ariz. The hourly rates charged by the firm for its services are as follows: Engineers $220 per hour Staff $70 per hour In addition, the firm will seek reimbursement for its out-of-pocket expenses. The retainer fee is $5,000. Luke Shefton, a member of Sefton, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Luke Shefton Sefton Engineering Consultants, LLC 20 Stutz Bearcat Dr #8 Sedona, AZ 86336 Tel: (928) 202-3999 Email: info@sefengco.com About Sunlight River Crossing Cornville, Ariz.-based Sunlight River Crossing, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Ariz. Case No. 21-04364) on June 4, 2021, listing as much as $10 million in both assets and liabilities. Joseph E. Cotterman of Gallagher & Kennedy serves as Subchapter V trustee. Judge Brenda K. Martin presides over the case. Keery McCue PLLC, Sonoran Capital Advisors LLC and Jade Accounting Inc. serve as the Debtor's legal counsel, financial advisor, and accountant, respectively. 988, LLC, as lender, is represented by Bryan Wayne Goodman of Goodman & Goodman, PLC. T.G. UNITED: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------- The U.S. Trustee for Region 21, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of T.G. United Inc., A Florida Corporation, according to court dockets. About T.G. United Inc. T.G. United Inc., A Florida Corporation -- http://www.tgunited.com/ -- manufactures a wide range of solid dose products including tablets and capsules in compliance with the OTC monograph. It is based in Brooksville, Fla. T.G. United sought Chapter 11 protection in the Middle District of Florida (Case No. 22-01831) on May 6, 2022. In the petition filed by Andrew Wittman II, chief executive officer, T.G. United listed as much as $10 million in both assets and liabilities. Judge Catherine Peek Mcewen oversees the case. Steven E. Wallace, Esq., at Ward Damon, PL is the Debtor's legal counsel. TALEN ENERGY: Taps Weil Gotshal & Manges as Legal Counsel --------------------------------------------------------- Talen Energy Supply, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Weil Gotshal & Manges, LLP to serve as legal counsel in their Chapter 11 cases. The firm's services include: a. taking all necessary action to protect and preserve the Debtors' estates, including the prosecution of actions on the Debtors' behalf, the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved and the preparation of objections to claims filed against the Debtors' estates; b. preparing legal papers; c. taking all necessary actions in connection with any Chapter 11 plan and all related documents, and such further actions as may be required in connection with the administration of the Debtors' estates; d. taking all appropriate actions in connection with the sale of the Debtors' assets pursuant to Section 363 of the Bankruptcy Code or otherwise; e. taking all necessary actions to protect and preserve the value of the Debtors' estates; and f. performing all other necessary legal services in connection with the prosecution of the cases. The hourly rates charged by the firm for its services are as follows: Partners $1,250 to $1,950 Associates $690 to $1,200 Paraprofessionals $275 to $495 per hour In addition, the firm will seek reimbursement for its out-of-pocket expenses. The firm held an advance payment retainer of $386,786.34. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Weil provided the following in response to the request for additional information: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Response: The firm represented the Debtors in the 12 months prior to the petition date. From January 1 to December 31, 2021, the firm's hourly rates were $1,150 to $1,795 for partners and counsel, $630 to $1,100 for associates, and $260 to $460 for paraprofessionals. On Jan. 1, 2022, the firm adjusted its standard billing rates for its professionals in the normal course. Question: Has your client approved your prospective budget and staffing plan, and, if so for what budget period? Response: Weil is developing a prospective budget and staffing plan for these Chapter 11 cases, which the firm will review following the close of the budget period to determine a budget for the following period. Matthew Barr, Esq., a partner at Weil, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Matthew S. Barr, Esq. Alexander Welch, Esq. Katherine Lewis, Esq. Weil Gotshal & Manges, LLP 767 Fifth Avenue New York, NY 10153 Tel: (212) 310-8000 Fax: (212) 310-8007 Email: Matt.Barr@weil.com Alexander.Welch@weil.com Katherine.Lewis@weil.com - and - Gabriel A. Morgan, Esq. Clifford Carlson, Esq. Weil Gotshal & Manges, LLP 700 Louisiana Street, Suite 1700 Houston, TX 77002 Tel: (713) 546-5000 Fax: (713) 224-9511 Email: Gabriel.Morgan@weil.com Clifford.Carlson@weil.com About Talen Energy Supply Talen Energy Supply, LLC and its affiliates are energy and power generation companies in North America, owning or controlling approximately 13,000 megawatts of generating capacity in wholesale U.S. power markets in the mid-Atlantic, Massachusetts, Texas, and Montana. In addition to geographic diversity, Talen's generation fleet reflects significant technological and fuel diversity including nuclear, natural gas, oil, and coal, with certain of its facilities capable of utilizing multiple fuel sources. Talen and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-90054) on May 9, 2022. In the petitions signed by Andrew M. Wright, general counsel and secretary, the Debtors disclosed $10 billion to $50 billion in both assets and liabilities on a consolidated basis. Judge Marvin Isgur oversees the cases. The Debtors tapped Weil, Gotshal & Manges ,LLP as legal counsel; Evercore Group, LLC as investment banker; Alvarez and Marsal North America, LLC as financial advisor; and Kroll Restructuring Administration, LLC as claims agent. TCTM HOSPITALITY: Files for Chapter 11 Pro Se; Dismissal Sought --------------------------------------------------------------- TCTM Hospitality Services Inc., d/b/a Jimmy Johns Gourmet Sandwiches, filed for chapter 11 protection in the Eastern District of Texas. The petition indicates that the Debtor is not represented by an attorney. According to court filings, TCTM Hospitality Services estimates between 1 and 49 unsecured creditors. The petition states funds will not be available to unsecured creditors. The U.S. Trustee has filed a motion to dismiss the case for "cause". It notes that the Debtor filed the case pro se, and the Debtor has not filed schedules or a statement of financial affairs. The U.S. Trustee notes that a corporation may only appear in federal court through licensed counsel. About TCTM Hospitality Services TCTM Hospitality Services Inc. doing business as Jimmy Johns Gourmet Sandwiches -- https://jimajjohas.com/ -- is an American sandwich chain. TCTM Hospitality Services sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 22-60237) on June 1, 2022. In the petition filed by George Andrew Teel, as president, the Debtor estimated assets between $100,000 and $500,000 and liabilities between $100,000 and $500,000. TEXAS ARMORING: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------- The U.S. Trustee for Region 6 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Texas Armoring Corporation. About Texas Armoring Corporation Texas Armoring Corporation -- http://www.texasarmoring.com/-- is a worldwide supplier of lightweight armored bulletproof cars, trucks, and SUVs. Texas Armoring Corporation sought Chapter 11 bankruptcy protection (Bankr. W.D. Texas Case No. 22-50436) on April 29, 2022. In the petition filed by Ronald Kimball, as president, Texas Armoring Corporation listed as much as $1 million in both assets and liabilities. The case is assigned to Honorable Bankruptcy Judge Michael M. Parker. James Samuel Wilkins, of James S. Wilkins, PC, is the Debtor's counsel. TRX HOLDCO: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Two affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- TRX Holdco, LLC 22-10948 450 Newport Center Drive, Suite 590 Newport Beach, CA 92660 Fitness Anywhere LLC 22-10949 DBA TRX DBA TRX Trainin 450 Newport Center Drive, Suite 590 Newport Beach, CA 92660 Business Description: The Debtors provide sporting and athletic goods. Chapter 11 Petition Date: June 8, 2022 Court: United States Bankruptcy Court Central District of California Judge: Hon. Scott C. Clarkson Debtors' Counsel: Ron Bender, Esq. LEVENE, NEALE, BENDER, YOO & GOLUBCHICK LLP 2818 La Cienega Avenue Los Angeles, CA 90034 Tel: (310) 229-1234 Fax: (310) 229-1244 Email: rb@lnbyg.com Each Debtor's Estimated Assets: $10 million to $50 million Each Debtor's Estimated Liabilities: $10 million to $50 million The petitions were signed by Brent Leffel, chairman of the Board of Managers of TRX Holdco, LLC. Full-text copies of the petitions are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/3XGMKLA/TRX_Holdco_LLC__cacbke-22-10948__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/GTEIP6I/Fitness_Anywhere_LLC__cacbke-22-10949__0001.0.pdf?mcid=tGE4TAMA List of TRX Holdco, LLC's Seven Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Creative Artists Agency Trade Debt $41,668 2000 Avenue of the Stars Speakers Dept. Los Angeles, CA 90067 2. Cole Schotz P.C. Professional $13,200 25 Main Street Services P.O. Box 800 Hackensack, NJ 07602 3. Baker Tilly US, LLP Professional $10,335 10 Terrace Court PO Services Box 7398 Madison, WI 53707-7398 4. UDR-Eight 80 Trade Debt $5,898 1590 Adams Avenue PO Box 2350 Costa Mesa, CA 92628 5. Morrison & Morrison Professional $4,500 222 Souther Services Riverside Plaza Chicago, IL 60606 6. Sterling Legal Professional $1,299 Solutions, Inc. Services 26895 Aliso Creek Rd., B-129 Aliso Viejo, CA 92656 7. JMBM LLP Professional $156 1900 Avenue of the Stars Services Los Angeles, CA 90067 List of Fitness Anywhere's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Exemplar Design Trade Debt $6,997,557 4680 Parkway Drive Suite 300 Mason, OK 45040 2. Core Health & Trade Debt $1,888,775 Fitness, LLC 4400 Northeast 77th Avenue Suite 300 Manufacturer Land America Vancouver, WA 98662 3. Flexport Inc Trade Debt $1,308,514 P.O. Box 207244 Dallas, TX 75320-7244 4. UPS Plan 0386NE Trade Debt $1,240,853 55 Glenlake Parkway NE Atlanta, GA 30328 5. Stephen Gould Corporation Trade Debt $1,149,881 35 South Jefferson Road Whippany, NJ 07981 6. Duane Morris LLP Professional $640,421 30 South 17Th Street Services Philadelphia, PA 19103-4196 7. Buy Box Experts Trade Debt $327,449 3020 N Cullen Ct. Pleasant Grove, UT 84062 8. MAN Staffing, LLC Trade Debt $270,563 550 East Del Amo Boulevard Carson, CA 90746 9. Syzygy Digital Trade Debt $205,201 Marketing, Inc 41 Flatbush Avenue Brooklyn, NY 11217 10. Lahlouh Inc. Trade Debt $145,901 1649 Adrian Road Burlingame, CA 94010 11. US Customs and Trade Debt $120,398 Border Protection PO BOX 979126 St. Louis, MO 63197-9000 12. McCollister's Trade Debt $116,007 Transportation Group, Inc 8 Terri Lane Burlington, NJ 08016 13. NetSuite Inc Trade Debt $101,013 500 Oracle Parkway Redwood City, CA 94065 14. Google Trade Debt $98,468 P.O. Box 39000 San Francisco, CA 94139 15. AMEX Corp Card Trade Debt $95,952 P.O. Box 0001 Los Angeles, CA 90096 16. The Trade Desk Trade Debt $81,583 42 N Chestnut St. Ventura, CA 93001 17. Dirbos Inc. Trade Debt $68,325 27758 Santa Margarita Pkwy Suite 366 Mission Viejo, CA 92691 18. Redwood Supply Trade Debt $64,451 Chain Solutions 1765 North Elston Avenue Suite 216 Chicago, IL 60642 19. USA Global Trade Debt $64,303 Logistics LLC 255 Madsen Drive Bloomingdale, IL 60108 20. ISUPPORT Trade Debt $63,138 WORLDWIDE LLC 1019 West James St Kent, WA 98032 UNIENERGY TECHNOLOGIES: U.S. Trustee Appoints Creditors' Committee ------------------------------------------------------------------ The U.S. Trustee for Region 18 appointed an official committee to represent unsecured creditors in the Chapter 11 case of UniEnergy Technologies, LLC. The committee members are: 1. Tait Faulk Aggreko, LLC 4607 West Admiral Doyle Drive New Iberia, LA 70560 Phone: 337-224-1864 Email: tait.faulk@aggreko.com 2. Alex Morris or Emily Yan California Energy Storage Alliance (CESA) 2150 Allston Way Berkeley, CA 94704 Phone: 310-617-3441 Email: amorris@storagealliance.org 3. Billy Au-Yeung DAH Corporation d/b/a ISOutsource 19119 North Creek Parkway, #200 Bothell, WA 98011 Phone: 800-240-2821 Email: BillyA@isoutsource.com 4. Gene Larson Mahi Pai LLC 818 5th Street Kirkland, WA 98033 Phone: 206-954-0569 Email: gljr76@gmail.com 5. Terra Rogers Zephyr Consulting LLC 8360 NE Meadow Ridge Road Prineville, OR 97754 Phone: 650-272-1485 Email: terrarogers@gmail.com 6. Julie Sun Farm ACW 40147 Calle Roxanne Fallbrook, CA 92028 Phone: 323-270-5657 Email: kwangping@hotmail.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About UniEnergy Technologies UniEnergy Technologies, LLC, manufactures megawatt-scale energy storage systems for utility, commercial, and industrial customers. It is based in Mukilteo, Wash. UniEnergy Technologies was subject to an involuntary Chapter 11 bankruptcy petition (Bankr. W.D. Wash. Case No. 21-11903) filed on Oct. 14, 2021. The alleged creditors who signed the petition are Aggreko, LLC, California Energy Storage Alliance, DAH Corporation, Mahi Pai LLC, and Zephyr LLC. Hillis Clark Martin & Peterson P.S., led by Bradley R. Duncan, and Douglas E. Spelfogel, serve as counsel to the petitioners. Judge Christopher M. Alston oversees the case. The Debtor is represented by Joshua A. Rataezyk, Esq., at Snell & Wilmer, LLP. UNIQUE PRODUCTS: Seeks to Hire Alla Kachan P.C. as Counsel ---------------------------------------------------------- Unique Products Enterprises NY, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ the Law Offices of Alla Kachan, P.C. to handle its Chapter 11 case. The firm will charge $475 per hour for attorney's services and $250 per hour for paralegal services. In addition, the firm will seek reimbursement for its out-of-pocket expenses. The Debtor paid the firm a retainer in the amount of $15,000. Alla Kachan, Esq., a partner at the Law Offices of Alla Kachan, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Alla Kachan, Esq. Law Offices of Alla Kachan, P.C. 2799 Coney Island Avenue, Suite 202 Brooklyn, NY 11235 Tel: (718) 513-3145 Email: alla@kachanlaw.com About Unique Products Enterprises NY Unique Products Enterprises NY Inc., doing business as Royal Home Goods, filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 22-40782) on April 14, 2022, disclosing under $1 million in both assets and liabilities. Judge Jil Mazer-Marino oversees the case. Alla Kachan, Esq., at the Law Offices of Alla Kachan, P.C. and Wisdom Professional Services Inc. serve as the Debtor's legal counsel and accountant, respectively. UNIQUE PRODUCTS: Taps Wisdom Professional Services as Accountant ---------------------------------------------------------------- Unique Products Enterprises NY, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Wisdom Professional Services, Inc. as its accountant. The firm's services include: a. gathering and verifying all pertinent information for the Debtor's monthly operating reports; and b. assisting in the preparation of monthly operating reports. Wisdom Professional Services will be paid $200 per report and will be reimbursed for its out-of-pocket expenses. The Debtor paid the firm a retainer of $1,800. Michael Shtarkman, a partner at Wisdom Professional Services, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael Shtarkman Wisdom Professional Services Inc. 626 Sheepshead Bay Road Suite 640 Brooklyn, NY 11224 Tel: (718) 554-6672 Email: michael@shtarkmancpa.com mshtarkmancpa@gmail.com About Unique Products Enterprises NY Unique Products Enterprises NY Inc., doing business as Royal Home Goods, filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 22-40782) on April 14, 2022, disclosing under $1 million in both assets and liabilities. Judge Jil Mazer-Marino oversees the case. Alla Kachan, Esq., at the Law Offices of Alla Kachan, P.C. and Wisdom Professional Services Inc. serve as the Debtor's legal counsel and accountant, respectively. UNITED PF: S&P Alters Outlook to Stable, Affirms 'CCC+' ICR ----------------------------------------------------------- S&P Global Ratings revised its outlook on fitness club operator United PF Holdings LLC to stable from negative and affirmed all ratings on the company, including the 'CCC+' issuer credit rating. S&P said, "The stable outlook reflects our we belief that operating trends will continue to improve and that the company will maintain adequate liquidity, reducing the risk of a default or debt restructuring over the next 12 months. "The stable outlook reflects our belief that United PF has enough liquidity runway and maturity profile to limit ratings downside over the next few years but that leverage could be very high and fixed-charge coverage could be very weak through at least the end of 2022. "Under our base case forecast, we expect the company could end 2022 with leverage in the mid-9x area and that its EBITDA may not be able comfortably cover fixed charges until at least 2023. However, the company ended the first quarter of 2022 with approximately $68 million of balance sheet cash and approximately $38 million available on its revolving credit facility net of letters of credit, which we view as adequate to cover our expectations for its cash uses, including $50 million-$60 million of capital expenditures in 2022. In addition, the company's first-lien and second-lien term loans are not due until December 2026 and 2027, respectively. We believe that the company's maturity wall is far enough in the future at this time to limit ratings downside for at least the next 12-24 months. "We believe that on a mature club basis, it could take until at least the first quarter of 2023 for memberships and revenue to recover to year-end 2019 levels. The company reported membership levels as of May. 1, 2022, that were 99% of year-end 2019 levels. Its electronic funds transfer billings at mature clubs at the end of the first quarter of 2022 were also at approximately 93% of 2019 levels, and we believe that memberships at mature clubs are at similar levels. However, we believe that the timing of surge of the omicron variant of COVID-19 slowed post-new-year sales in the first quarter of 2022, which is typically a seasonal peak in new membership sales for fitness clubs. As a result, we now believe that a full recovery to 2019 levels of membership at the company's mature clubs could take until at least the first quarter of 2023 in the absence of further waves of COVID-19 that result in increased restrictions and weakening of consumer confidence around returning to the gym. "Heightened recessionary risk in the U.S. and inflationary pressure could result in weaker-than-expected revenue and margin improvement in 2022 and 2023; these pressures could be partially mitigated by the Planet Fitness network's $2 increase of its Black Card membership pricing for new members. On May 17, 2022, our economists lowered their expectations for 2022 and 2023 U.S GDP growth to 2.4% and 2.0%, respectively, and at the same time, raised their expectations for inflation and have assessed the risk of a U.S. recession over the next 12 months at 25%-35%. We believe that in a recessionary environment, United PF could underperform our base case forecast for membership growth, which could result in weaker-than-expected credit metrics. In addition, high inflation could result in weaker-than-expected margin and cash flow as a result of wage pressure at its clubs, pressure on sales general and administrative, and higher-than-forecast capex as new club development costs rise. However, Planet Fitness increased the price of its higher-priced Black Card gym membership to $24.99 for new members from $22.99 on May 2, 2022, which may partially offset inflationary pressures. In addition, we believe that Planet Fitness and other lower-priced gym operators are better-positioned than their higher-priced peers in a recessionary environment because consumers may move to lower-priced gym memberships from higher ones in a recession. "The 'CCC+' rating reflects the company's very high leverage and weak fixed charge coverage and our forecast that free cash flow will be negative through 2023. Given United PF's planned club expansion, we expect its free cash flow will likely be negative through at least the end of 2023 and depending on its level of club development, could remain negative for the next several years. The company has contractual rights to open a specified number of clubs through 2024 as per its area development agreements (ADAs) with franchisor Planet Fitness, but it is our understanding the company will exceed its requirement to build 15 clubs in 2022 and could continue to exceed these requirements over the next several years. We expect United PF to have capital expenditures of $50 million-$60 million in 2022 and 2023, which incorporates maintenance and development capital expenditure, IT projects, and equipment refreshes. Therefore, we estimate its free cash flow will be significantly negative and forecast that the company will burn $35 million-$45 million of cash this year. However, given the company's good levels of cash of $68 million as of March 31, 2022, and $38 million of capacity on its revolving credit facility, we believe it has adequate liquidity. We also believe that United PF's position as the largest Planet Fitness franchisee, given that it owns approximately 8% of all Planet Fitness-branded clubs, provides it with the negotiating power to amend the terms of its ADA for a period of time under certain circumstances. We are confident that the company could postpone some of the capital expenditure related to its required club openings if there are legitimate constraints on its liquidity or it experiences difficulty in sourcing suitable locations, which was partly the case during the pandemic. Nonetheless, we would need to believe that United PF's revenue and EBITDA have recovered to the extent that it can comfortably cover its fixed charges before we would raise our issuer credit rating or revise our outlook to positive. "The stable outlook reflects our we belief that operating trends will continue to improve and that the company will maintain adequate liquidity, reducing the risk of a default or debt restructuring over the next 12 months. "We could lower our rating on United PF if we believed that liquidity could become strained or we envisioned a specific default scenario within the next 12 months." This could happen if: -- The company were unable to attract enough members and generate enough revenue and EBITDA to comfortably cover its fixed charges in the long term. -- Some combination of a slower-than-expected recovery in memberships, aggressive growth capital spending, and higher-than-expected interest rates depleted the company's cash reserves. S&P could raise its rating on United PF if it believed that the company could sustain leverage below 7x and could comfortably cover its fixed charges. This could occur if: -- Memberships and EFT billings recovered to a level that allowed the company to sustain EBITDA sufficient to comfortably cover its fixed charges, including debt service maintenance capex, and new club development under its ADAs. ESG credit indicators: E-2, S-3, G-3 S&P said, "Social factors are a moderately negative consideration in our credit rating analysis of United PF. Low-cost gym memberships in general, including United PF's Planet Fitness-branded memberships, are recovering notably faster than high-cost gym memberships. However, we expect that a full recovery to pre-pandemic membership levels at the company's mature clubs could take until 2023. United PF and nearly all fitness operators were significantly affected by COVID-19 in terms of temporary gym closures, lower memberships, and revenue. Health and safety will remain an ongoing risk factor. Governance factors, on a net basis, are a moderately negative consideration. Our assessment of the company's financial risk profile as highly leveraged reflects corporate decision-making that prioritizes the interests of controlling owners, in line with our view of most rated entities owned by private-equity sponsors. Our assessment also reflects generally finite holding periods and a focus on maximizing shareholder returns." UNIVISION COMMUNICATIONS: S&P Rates New $1BB Sr Secured Debt 'B+' ----------------------------------------------------------------- S&P Global Ratings assigned its 'B+' issue-level rating and '3' recovery rating to Univision Communications Inc.'s proposed $1.5 billion senior secured debt issuance, which includes a $500 million term loan A due 2027, a $500 million term loan B due 2029, and $500 million of notes due 2030. The '3' recovery rating indicates S&P's expectation for meaningful (50%-70%; rounded estimate: 60%) recovery for lenders in the event of a payment default. The company plans to use the proceeds from the term loan to refinance existing senior secured debt. At the same time, the company is extending the maturity of its existing revolving credit facility to 2027. S&P's 'B+' issuer credit rating and stable outlook on Univision remain unchanged because the proposed transaction will not affect its net leverage. VANTAGE DRILLING: Unit Closes Sale of Emerald Driller for $170M --------------------------------------------------------------- Vantage Drilling International announced that on May 27, 2022, its directly-held subsidiary, Vantage Holdings International, consummated the sale to ADES Arabia Holding, of all of the issued and outstanding equity of VHI's wholly-owned subsidiary, Emerald Driller Company, for a purchase price of US$170,000,000 in cash, together with an additional $34 million in cash in respect of contract preparation cost where mobilization and contract preparation costs would be largely reimbursable by the client to ADES after closing. The purchase price is subject to certain adjustments. Of $204 million in proceeds, $4 million was retained in escrow as security for such potential price adjustments. EDC owns the Emerald Driller jackup rig, the Sapphire Driller jackup rig and the Aquamarine Driller jackup rig, each of which is operating in Qatar, along with their respective drilling contracts. In addition, subsidiaries of Vantage and ADES Arabia entered into support services agreements, pursuant to which a subsidiary of Vantage will, in exchange for customary fees and reimbursements, provide support services to EDC in respect of the three rigs operating in Qatar for three years. Ihab Toma, Vantage's chief executive officer, commented, "We are very pleased to have closed the sale of the Emerald Driller Company and its three jackup rigs. This transaction strengthens our balance sheet and provides Vantage with important financial flexibility. We will continue to support the operations of the three rigs for three years. We are excited to continue to leverage our management platform to bring first-class operational performance and efficiency to our clients and partners." Perella Weinberg Partners, LLC acted as financial advisor to Vantage, and Wikborg Rein LLP acted as legal advisor to Vantage. About Vantage Vantage, a Cayman Islands exempted company, is an offshore drilling contractor, with a fleet of two ultra-deepwater drillships, and five premium jackup drilling rigs. Vantage's primary business is to contract drilling units, related equipment and work crews primarily on a dayrate basis to drill oil and natural gas wells globally for major, national and independent oil and gas companies. Vantage also markets, operates and provides management services in respect of, drilling units owned by others. Vantage Drilling reported a net loss of $110.25 million for the year ended Dec. 31, 2021, compared to a net loss of $276.76 million for the year ended Dec. 31, 2020. As of March 31, 2022, the Company had $719.91 million in total assets, $104.51 million in total current liabilities, $347.27 million in long-term debt (net of discount and financing costs), $16.50 million in other long-term liabilities, and $251.62 million in total equity. * * * As reported by the TCR on May 9, 2022, S&P Global Ratings affirmed its 'CCC' issuer credit rating on Vantage Drilling International. S&P said the 'CCC' rating reflects the refinancing risk related to the company's $350 million senior secured notes due November 2023. VERITAS FARMS: Kristen High Joins as Director --------------------------------------------- Kristen High joined Veritas Farms, Inc.'s board of directors effective June 1, 2022. Kristen High, 47, is an accomplished business executive with 22 years leadership and management experience globally. Ms. High currently serves as Integrator and Head of Operations of Health Scholars, a cloud-based enterprise VR training solution that delivers the most realistic, immersive, and convenient clinical simulation training possible, giving providers the experience and practice needed to be competent and confident in high-risk situations. Ms. High has professional certifications from The Six Types of Working Genius, Miller Heiman International and is a Pro Member of the EOS Integrator Mastery Forum. She has been trained and implemented Integrated Business planning, using the Oliver Wight Integrated Business Planning model, and worked on a right-sizing restructure led by PWC using their "Fit for Growth" model. Ms. High began her business career in 2000 with Archer Daniels Midland Company, a top 100 company on the Fortune 500 list and spent 13 years expanding sales in Latin America. Ms. High was the vice president of International for Whitehall Specialties, Inc., a manufacturing company from 2013 to 2015 and played several global roles from 2015 to 2020 in Sales Leadership, Market Development and Global Commercial Effectiveness with Devro, Inc, a multinational based in London with 6 manufacturing plants across four continents. Ms. High graduated from the School for International Training in May 2000 with a master's degree in International and Intercultural Management. The Company believes that given her extensive commercial experience with publicly traded, private equity owned, global and entrepreneurial start-ups, she will be a valuable addition to the Veritas Farms board of directors. As is the case with the Company's other non-employee directors, the Company will compensate Ms. High with an annual grant of stock options under its 2017 Incentive Stock Plan, in an amount and on terms to be determined by the board of directors. The initial grant to Ms. High is for an option to purchase 100,000 shares at an exercise price of $0.026 per share. The options vest in four quarterly installments commencing 90 days from the date of grant and is contingent upon her continued service on the board. As is the case with the Company's other nonemployee directors, the Company has also agreed to reimburse Ms. High for out-of-pocket expenses incurred in connection with attending board and committee meetings and have entered into an indemnification agreement with her. The Company's board of directors has determined that Ms. High is "independent" within the meaning of the applicable rules and regulations of the Securities and Exchange Commission and the listing standards of the Nasdaq Stock Market and the NYSE American. Ms. High will serve as a member of the board's compensation committee and nominating and corporate governance committee. About Veritas Fort Lauderdale, Florida-based Veritas Farms, Inc. -- www.TheVeritasFarms.com -- is a vertically-integrated agribusiness focused on growing, producing, marketing, and distributing superior quality, whole plant, full spectrum hemp oils and extracts containing naturally occurring phytocannabinoids. Veritas Farms owns and operates a 140 acre farm in Pueblo, Colorado, capable of producing over 200,000 proprietary full spectrum hemp plants which can potentially yield a minimum annual harvest of 250,000 to 300,000 pounds of outdoor-grown industrial hemp. Veritas Farms reported a net loss of $7.07 million for the year ended Dec. 31, 2021, compared to a net loss of $7.59 million for the year ended Dec. 31, 2020. As of March 31, 2022, the Company had $8.38 million in total assets, $4.91 million in total liabilities, and $3.47 million in total shareholders' equity. Hackensack, New Jersey-based Prager Metis CPA's LLC, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 12, 2022, citing that the Company has sustained substantial losses from operations since its inception. As of and for the year ended Dec. 31, 2021, the Company had an accumulated deficit of $33,930,714, and a net loss of $7,263,567. These factors, among others, raise substantial doubt about the ability of the Company to continue as a going concern. Continuation as a going concern is dependent on the ability to raise additional capital and financing, though there is no assurance of success. VTV THERAPEUTICS: Two Proposals Approved at Annual Meeting ---------------------------------------------------------- vTv Therapeutics Inc. held its 2022 Annual Meeting of Stockholders at which the stockholders: (1) elected John A. Fry, Chandresh Harjivan, Hersh Kozlov, Richard S. Nelson, and Howard L. Weiner to the Company's Board of Directors, each to serve for a term to expire at the Company's 2023 annual meeting of stockholders or until their successors are duly elected and qualified; (2) ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending Dec. 31, 2022. About vTv Therapeutics vTv Therapeutics Inc. is a clinical-stage biopharmaceutical company focused on developing oral small molecule drug candidates. vTv has a pipeline of clinical drug candidates led by programs for the treatment of type 1 diabetes, Alzheimer's disease, and inflammatory disorders. vTv's development partners are pursuing additional indications in type 2 diabetes, chronic obstructive pulmonary disease (COPD), and genetic mitochondrial diseases. vTv Therapeutics reported a net loss attributable to the company of $12.99 million for the year ended Dec. 31, 2021, compared to a net loss attributable to the company of $8.50 million for the year ended Dec. 31, 2020. As of March 31, 2022, the Company had $20.19 million in total assets, $13.91 million in total liabilities, $14.37 million in redeemable noncontrolling interest, and a total stockholders' deficit attributable to the company of $8.09 million. Raleigh, North Carolina-based Ernst & Young LLP, the Company's auditor since 2000, issued a "going concern" qualification in its report dated March 29, 2022, citing that the Company has not generated any product revenue, has not achieved profitable operations, has insufficient liquidity to sustain operations and has stated that substantial doubt exists about the Company's ability to continue as a going concern. WALLACE STEGNER: S&P Rates 2022A-B Bonds 'BB+', Outlook Stable -------------------------------------------------------------- S&P Global Ratings assigned its 'BB+' long-term rating to the Utah Charter School Finance Authority's $19.1 million series 2022A tax-exempt and $100,000 series 2022B taxable charter school revenue bonds, to be issued for Wallace Stegner Academy (WSA). The outlook is stable. The series 2022 bond proceeds will be used to purchase the school's West Valley City campus and fund a building addition to include a cafeteria, additional classrooms, and breakout space. The series 2022 bonds are on parity with the WSA's existing series 2019 bonds, which were used to purchase its Salt Lake City campus. Pro forma debt, consisting of both series of bonds and a small promissory note of $300,000, totals $32.2 million. The bonds are a general obligation of WSA, secured by gross revenue of the school and mortgage on the financed facilities. Additional security is provided by a fully funded debt service reserve fund. Bond covenants include a liquidity test of 40 days' cash on hand, an operating covenant of 1.1x maximum annual debt service (MADS), and an additional bonds test (ABT) of 1.05x MADS of existing and proposed debt. WSA pivoted to virtual learning with the onset of the pandemic but was one of the earliest schools in the local early to reopen for in-person instruction. The academy has been fully in-person for the 2021-2022 school year. WSA has been allocated approximately $2 million in federal relief funding across the various ESSER tranches and other grants available, with about $1.4 million of the allocation remaining to be recognized through fiscal 2024. "We assessed WSA's enterprise profile as adequate, characterized by the school's growing enrollment and recent expansion to its second campus, supporting a good-sized enrollment base," said S&P Global Ratings credit analyst Avani Parikh. The school's healthy academics, experienced management team, and an evergreen charter term also provide support. "We assessed the academy's financial profile as vulnerable due to the school's limited pro forma MADS coverage and elevated debt burden with high leverage and pro forma debt per student, reflecting a rapid increase in debt to purchase both of WSA's school facilities in recent years," added Ms. Parikh. This is balanced by a growing liquidity position and expectations of healthy operating trends, which should allow WSA to grow into this debt relatively quickly. Combined, these credit factors lead to an anchor of 'bb'. As S&P's criteria indicate, the final rating can be within one notch of the anchor rating. The 'BB+' final rating better reflects its view of the school's larger enrollment base compared with lower rated peers, steady demand, and improving financial metrics. The stable outlook reflects S&P's expectation that over the one-year outlook period, WSA will meet enrollment growth expectations and successfully complete its expansion project at the West Valley City campus, supporting operations, coverage, and liquidity metrics in line with the rating level. YELLOW CORP: Stockholders Elect Nine Directors ---------------------------------------------- At the Annual Meeting held on June 1, 2022, holders of Yellow Corporation's common stock and Series A Voting Preferred Stock: (1) elected Matthew A. Doheny, Javier L. Evans, Darren D. Hawkins, James E. Hoffman, Shaunna D. Jones, Susana Martinez, David S. McClimon, Patricia M. Nazemetz, and Chris T. Sultemeier as directors; (2) ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for 2022; and (3) did not approve, on an advisory basis, the compensation of the Company's named executive officers. About Yellow Corporation Yellow Corporation -- www.myyellow.com -- owns a comprehensive logistics and less-than-truckload (LTL) network in North America with local, regional, national, and international capabilities. Through its teams of experienced service professionals, Yellow Corporation offers flexible supply chain solutions, ensuring customers can ship industrial, commercial, and retail goods with confidence. Yellow Corporation, headquartered in Overland Park, Kan., is the holding company for a portfolio of LTL brands including Holland, New Penn, Reddaway, and YRC Freight, as well as the logistics company HNRY Logistics. Yellow Corp reported a net loss of $109.1 million for the year ended Dec. 31, 2021, a net loss of $53.5 million for the year ended Dec. 31, 2020, and a net loss of $104 million for the year ended Dec. 31, 2019. As of March 31, 2022, the Company had $2.41 billion in total assets, $846.2 million in total current liabilities, $1.48 billion in long-term debt (less current portion), $86.3 million in pension and postretirement, $103.5 million in operating lease liabilities, $274.5 million in claims and other liabilities, and a total shareholders' deficit of $386.9 million. ZZ HOME CARE: Hits Chapter 11 to Pursue Sale, Wind-Down ------------------------------------------------------- ZZ Home Care, LLC, d/b/a Home Instead, filed for chapter 11 protection in Greensboro, North Carolina. The Debtor is seeking relief as a small business debtor under Subchapter V of Chapter 11 of the Bankruptcy Code. The Debtor is a North Carolina limited liability company that owns a home health care business based in Burlington, North Carolina with a satellite office in Asheville, North Carolina. It has 15 full-time employees and 23 part-time employees. The bankruptcy case was necessitated primarily due to historical obligations and a temporary slowdown in business during the COVID pandemic. There are several secured creditors in the Chapter 11 case that secure the real and personal property assets. The Debtor is filing for Chapter 11 in order to have an orderly liquidation and wind-down of its operations, including a sale of its franchise and transition of current employees and patients. The Debtor has filed several first-day motions, including requests to use cash collateral, pay employees, bar utilities from discontinuing service, and reject a contract. The Debtor also commenced adversary proceedings against American National Bank, and Moorecare, L.L.C. ZZ Home Care LLC Home Care LLC, doing business as Home Instead, owns a home health care business based in Burlington, North Carolina with a satellite office in Asheville, North Carolina. ZZ Home Care, LLC, filed a voluntary petition seeking relief under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 22-10281) on May 31, 2022. In the petition filed by Michael Zurilla,as manager and member, the Debtor estimated assets between $100,000 and $500,000 and liabilities between $1 million and $10 million. The petition states funds will not be available to unsecured creditors. Rebecca F. Redwine, of Hendren Redwine & Malone, PLLC, is the Debtor's counsel. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Lexington Gardens 12 LLC Bankr. E.D.N.Y. Case No. 22-41215 Chapter 11 Petition filed May 26, 2022 See https://www.pacermonitor.com/view/7TT3ECI/Lexington_Gardens_12_LLC__nyebke-22-41215__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Martin Ramirez and Maria Ramirez Bankr. C.D. Cal. Case No. 22-13031 Chapter 11 Petition filed May 31, 2022 represented by: Robert Altagen, Esq. In re FG Capital Holdings, LLC Bankr. M.D. Fla. Case No. 22-00581 Chapter 11 Petition filed May 31, 2022 See https://www.pacermonitor.com/view/KV3EKAQ/FG_Capital_Holdings_LLC__flmbke-22-00581__0001.0.pdf?mcid=tGE4TAMA represented by: Justin M. Luna, Esq. LATHAM LUNA EDEN & BEAUDINE LLP E-mail: jluna@lathamluna.com In re Ludmila Agivaive Bankr. D.N.J. Case No. 22-14329 Chapter 11 Petition filed May 31, 2022 represented by: Geoffrey Neumann, Esq. In re Martin J. Tretola Bankr. E.D.N.Y. Case No. 22-71253 Chapter 11 Petition filed May 31, 2022 represented by: Bruce Alter, Esq. In re Connect Trucking, LLC Bankr. M.D. Tenn. Case No. 22-01713 Chapter 11 Petition filed May 31, 2022 See https://www.pacermonitor.com/view/D74HFZQ/Connect_Trucking_LLC__tnmbke-22-01713__0001.0.pdf?mcid=tGE4TAMA represented by: Steven L. Lefkovitz, Esq. LEFKOVITZ & LEFKOVITZ E-mail: slefkovitz@lefkovitz.com In re Adazpay, LLC DBA Hideout Saloon Bankr. D. Ariz. Case No. 22-03535 Chapter 11 Petition filed June 1, 2022 See https://www.pacermonitor.com/view/55UN4JY/ADAZPAY_LLC_DBA_HIDEOUT_SALOON__azbke-22-03535__0001.0.pdf?mcid=tGE4TAMA represented by: Jody A. Corrales, Esq. DECONCINI MCDONALD YETWIN & LACY, P.C. E-mail: jcorrales@dmyl.com In re Dave George Robertson Bankr. C.D. Cal. Case No. 22-13062 Chapter 11 Petition filed June 1, 2022 In re Edward J. Gonzalez Bankr. E.D.N.Y. Case No. 22-71280 Chapter 11 Petition filed June 1, 2022 represented by: Norma Ortiz, Esq. In re Colortek Collision & Customs, Inc. Bankr. E.D.N.C. Case No. 22-01178 Chapter 11 Petition filed June 1, 2022 See https://www.pacermonitor.com/view/TZNGIQA/Colortek_Collision__Customs_Inc__ncebke-22-01178__0001.0.pdf?mcid=tGE4TAMA represented by: Travis Sasser, Esq. SASSER LAW FIRM E-mail: travis@sasserbankruptcy.com In re Heritage Funeral Home & Cremation Servic Bankr. W.D. Okla. Case No. 22-11173 Chapter 11 Petition filed June 1, 2022 See https://www.pacermonitor.com/view/Q5AGB6I/Heritage_Funeral_Home__Cremation__okwbke-22-11173__0001.0.pdf?mcid=tGE4TAMA represented by: Christopher Wood, Esq. CHRISTOPHER A. WOOD & ASSOCIATES, P.C. E-mail: cawlaw@hotmail.com In re TCTM Hospitality Services Inc. Bankr. E.D. Tex. Case No. 22-60237 Chapter 11 Petition filed June 1, 2022 See https://www.pacermonitor.com/view/FJOQAUI/TCTM_Hospitality_Services_Inc__txebke-22-60237__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Christopher John Pettit Bankr. W.D. Tex. Case No. 22-50592 Chapter 11 Petition filed June 1, 2022 represented by: Michael Colvard, Esq. In re Lamb of God Christian Center, Inc Bankr. S.D. Ala. Case No. 22-11063 Chapter 11 Petition filed June 2, 2022 See https://www.pacermonitor.com/view/S3KMTMY/Lamb_of_God_Christian_Center_Inc__alsbke-22-11063__0001.0.pdf?mcid=tGE4TAMA represented by: Barry A Friedman, Esq. BARRY A FRIEDMAN & ASSOCIATES, PC E-mail: bky@bafmobile.com In re Donald James Gunn, Jr. Bankr. M.D. Fla. Case No. 22-02234 Chapter 11 Petition filed June 2, 2022 represented by: Kelley Petry, Esq. LAW OFFICES OF ROBERT M. GELLER, P.A. In re Jermaine Wendell Bradley Bankr. N.D. Ga. Case No. 22-54171 Chapter 11 Petition filed June 2, 2022 In re Level Up Property, LLC Bankr. N.D. Ga. Case No. 22-54168 Chapter 11 Petition filed June 2, 2022 Case Opened In re Real Properties of NY LLC Bankr. E.D.N.Y. Case No. 22-41249 Chapter 11 Petition filed June 2, 2022 See https://www.pacermonitor.com/view/JVPOPTA/Real_Properties_of_NY_LLC__nyebke-22-41249__0001.0.pdf?mcid=tGE4TAMA represented by: Solomon Rosengarten, Esq. SOLOMON ROSENGARTEN E-mail: vokma@aol.com In re Marco Antonio Perez, Sr. Bankr. D. Utah Case No. 22-22072 Chapter 11 Petition filed June 2, 2022 In re Exodus 1 INVS LLC Bankr. D. Ariz. Case No. 22-03592 Chapter 11 Petition filed June 3, 2022 See https://www.pacermonitor.com/view/BJPVPWI/Exodus_1_INVS_LLC__azbke-22-03592__0001.0.pdf?mcid=tGE4TAMA represented by: K. Neeley/N. Van Vleet/G. Khotim/ K. Bentley NEELEY LAW FIRM, PLC E-mail: ecf@neeleylaw.com In re Rebecca Metzger Bankr. M.D. Fla. Case No. 22-01117 Chapter 11 Petition filed June 3, 2022 represented by: Thomas Adam, Esq. In re Larry Guillermo Liriano Espinal Bankr. M.D. Fla. Case No. 22-01991 Chapter 11 Petition filed June 3, 2022 represented by: Kenneth Herron, Esq. In re Richard A. Ramsey Bankr. M.D. Fla. Case No. 22-01125 Chapter 11 Petition filed June 3, 2022 represented by: Thomas Adam, Esq. In re Cal Properties Inc. Bankr. N.D. Ga. Case No. 22-54208 Chapter 11 Petition filed June 3, 2022 See https://www.pacermonitor.com/view/SSP6E5Q/Cal_Properties_Inc__ganbke-22-54208__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Dorsey Leon Hammond Bankr. N.D. Ga. Case No. 22-54243 Chapter 11 Petition filed June 3, 2022 represented by: William Rountree, Esq. In re Fiberfast Inc. Bankr. N.D. Ga. Case No. 22-54217 Chapter 11 Petition filed June 3, 2022 See https://www.pacermonitor.com/view/WA3ISEQ/Fiberfast_Inc__ganbke-22-54217__0001.0.pdf?mcid=tGE4TAMA represented by: Ian M. Falcone, Esq. THE FALCONE LAW FIRM, P.C. E-mail: attorneys@falconefirm.com In re Leroy Donice Calhoun Jr. Bankr. N.D. Ga. Case No. 22-54196 Chapter 11 Petition filed June 3, 2022 Case Opened In re Bear and Cougar LLC Bankr. D. Nev. Case No. 22-11945 Chapter 11 Petition filed June 3, 2022 See https://www.pacermonitor.com/view/YFXSOLI/BEAR_AND_COUGAR_LLC__nvbke-22-11945__0001.0.pdf?mcid=tGE4TAMA represented by: David Riggi, Esq. RIGGI LAW E-mail: riggilaw@gmail.com In re DMVH LLC Bankr. D. Nev. Case No. 22-11947 Chapter 11 Petition filed June 3, 2022 See https://www.pacermonitor.com/view/XE5PQDQ/DMVH_LLC__nvbke-22-11947__0001.0.pdf?mcid=tGE4TAMA represented by: Carrie E. Hurtik, Esq. HURTIK LAW & ASSOCIATES E-mail: churtik@hurtiklaw.com In re Northern Energy Solutions, LLC Bankr. D.N.J. Case No. 22-14449 Chapter 11 Petition filed June 3, 2022 See https://www.pacermonitor.com/view/I3S3ZUQ/Northern_Energy_Solutions_LLC__njbke-22-14449__0001.0.pdf?mcid=tGE4TAMA represented by: Brian G. Hannon, Esq. NORGAARD, O'BOYLE & HANNON E-mail: bhannon@norgaardfirm.com In re Ramscorp LLC Bankr. D.N.J. Case No. 22-14460 Chapter 11 Petition filed June 3, 2022 See https://www.pacermonitor.com/view/VBPJFUY/Ramscorp_LLC__njbke-22-14460__0001.0.pdf?mcid=tGE4TAMA represented by: Timothy P. Neumann, Esq. BROEGE, NEUMANN, FISCHER & SHAVER LLC E-mail: tneumann@bnfsbankruptcy.com In re Vaktech Corporation LLC Bankr. D.N.J. Case No. 22-14463 Chapter 11 Petition filed June 3, 2022 See https://www.pacermonitor.com/view/LZMAEHI/Vaktech_Corporation_LLC__njbke-22-14463__0001.0.pdf?mcid=tGE4TAMA represented by: Timothy P. Neumann, Esq. BROEGE, NEUMANN, FISCHER & SHAVER LLC E-mail: tneumann@bnfsbankruptcy.com In re Ronda Carson Bankr. W.D.N.C. Case No. 22-30256 Chapter 11 Petition filed June 3, 2022 represented by: John C. Woodman, Esq. In re Kristina Maria Wolf Bankr. N.D. Ohio Case No. 22-11605 Chapter 11 Petition filed June 3, 2022 represented by: Guy E. Tweed II, Esq. In re Bounds Performance, Inc. Bankr. M.D. Tenn. Case No. 22-01754 Chapter 11 Petition filed June 3, 2022 See https://www.pacermonitor.com/view/A66GX6Y/Bounds_Performance_Inc__tnmbke-22-01754__0001.0.pdf?mcid=tGE4TAMA represented by: Steven L. Lefkovitz, Esq. LEFKOVITZ & LEFKOVITZ E-mail: slefkovitz@lefkovitz.com In re Nancy Carolyn Climer Bankr. M.D. Tenn. Case No. 22-01750 Chapter 11 Petition filed June 3, 2022 represented by: Steven Lefkovitz, Esq. In re Guru of ABS Corporation Bankr. N.D. Ga. Case No. 22-54274 Chapter 11 Petition filed June 6, 2022 Case Opened In re Delta Elite Investments, LLC Bankr. N.D. Ga. Case No. 22-54267 Chapter 11 Petition filed June 6, 2022 Case Opened In re Los Polines Produce Corp., XYZ Corp. Bankr. S.D.N.Y. Case No. 22-10716 Chapter 11 Petition filed June 6, 2022 See https://www.pacermonitor.com/view/743NQYQ/Los_Polines_Produce_Corp_XYZ_Corp__nysbke-22-10716__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Punyakam, PLLC Bankr. D. Ariz. Case No. 22-03615 Chapter 11 Petition filed June 6, 2022 See https://www.pacermonitor.com/view/C4QXSFI/PUNYAKAM_PLLC__azbke-22-03615__0001.0.pdf?mcid=tGE4TAMA represented by: D. Lamar Hawkins, Esq. GUIDANT LAW, PLC E-mail: lamar@guidant.law In re Matt Hutchens Tire & Auto, Inc. Bankr. M.D. Ga. Case No. 22-50616 Chapter 11 Petition filed June 6, 2022 See https://www.pacermonitor.com/view/LFTIYYI/Matt_Hutchens_Tire__Auto_Inc__gambke-22-50616__0001.0.pdf?mcid=tGE4TAMA represented by: Christopher W. Terry, Esq. BOYER TERRY LLC E-mail: Chris@boyerterry.com In re Brummett Enterprises LLC Bankr. W.D. Mo. Case No. 22-30123 Chapter 11 Petition filed June 6, 2022 See https://www.pacermonitor.com/view/FZRCCDQ/Brummett_Enterprises_LLC__mowbke-22-30123__0001.0.pdf?mcid=tGE4TAMA represented by: Norman E. Rouse, Esq. COLLINS, WEBSTER, & ROUSE, PC E-mail: twelch@cwrcave.com In re W L Houstons Business Investments LLC Bankr. S.D. Tex. Case No. 22-31575 Chapter 11 Petition filed June 6, 2022 See https://www.pacermonitor.com/view/3OTQJDY/W_L_Houstons_Business_Investments__txsbke-22-31575__0001.0.pdf?mcid=tGE4TAMA represented by: Samuel L. Milledge, Sr., Esq. THE MILLEDGE LAW FIRM, PLLC E-mail: milledge@milledgelaw.com In re Chadwick R. Gammage and Punya R. Gammage Bankr. D. Ariz. Case No. 22-03616 Chapter 11 Petition filed June 6, 2022 represented by: Lamar D. Hawkins, Esq. GUIDANT LAW, PLC In re Gilbert J. Peter, Jr. Bankr. S.D. Fla. Case No. 22-14445 Chapter 11 Petition filed June 6, 2022 represented by: Susan Lasky, Esq. In re Elencia Construction LLC Bankr. E.D.N.Y. Case No. 22-71326 Chapter 11 Petition filed June 6, 2022 See https://www.pacermonitor.com/view/FQ5VPOQ/Elencia_Construction_LLC__nyebke-22-71326__0001.0.pdf?mcid=tGE4TAMA represented by: Heath S. Berger, Esq. BERGER, FISCHOFF, SHUMER, WEXLER & GOODMAN, LLP E-mail: hberger@bfslawfirm.com/ gfischoff@bfslawfirm.com ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA. Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2022. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***